8-K Annual Meeting Voting Results

 
 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________________________
FORM 8-K
___________________________________________
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) May 30, 2013
___________________________________________
THE GOLDFIELD CORPORATION
(Exact name of registrant as specified in its charter)
 ___________________________________________
 
 
 
 
 
Delaware
 
1-7525
 
88-0031580
(State or other jurisdiction of
incorporation)
 
(Commission File Number)
 
(IRS Employer
Identification No.)
 
 
 
1684 West Hibiscus Blvd.
Melbourne, FL
 
32901
(Address of principal executive offices)
 
(Zip Code)
Registrant’s telephone number, including area code (321) 724-1700
 ___________________________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 




Item 5.07.    Submission of Matters to a Vote of Security Holders.
Annual Meeting of Stockholders
On May 30, 2013, The Goldfield Corporation (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the stockholders approved the following proposals described in the Company's Proxy Statement dated April 29, 2013 and previously filed with the Securities and Exchange Commission.
I.
Election of Five Directors
The stockholders of the Company approved the election of each of the five director nominees proposed by the Company. The voting results are set forth below:
Name
 
For
 
Withheld
 
Broker Non-Votes
David P. Bicks
 
10,875,564
 
2,596,354
 
7,428,585
Harvey C. Eads, Jr.
 
13,068,064
 
403,854
 
7,428,585
John P. Fazzini
 
13,060,695
 
411,223
 
7,428,585
Danforth E. Leitner
 
12,882,116
 
589,802
 
7,428,585
John H. Sottile
 
12,439,923
 
1,031,995
 
7,428,585

II.
Ratification of the Appointment of KPMG LLP as the Company's Independent Registered Public Accounting Firm for the Fiscal Year Ending December 31, 2013
The stockholders of the Company ratified the appointment of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2013. The voting results are set forth below:
For
 
Against
 
Abstain
 
Broker Non-Votes
20,443,678
 
378,808
 
78,017
 

III.
To Approve, On A Non-Binding Advisory Basis, the Compensation of the Company's Named Executive Officers
The stockholders of the Company approved an advisory resolution regarding the compensation of the Company's named executive officers by a non-binding vote. The voting results are set forth below:
For
 
Against
 
Abstain
 
Broker Non-Votes
12,674,071
 
592,589
 
205,258
 
7,428,585

1



IV.
To Approve, on a Non-Binding Advisory Basis, a Frequency for the Advisory Vote to Approve the Compensation of the Company's Named Executive Officers
The stockholders of the Company approved on the frequency of holding the advisory votes to approve the compensation of the Company's named executive officers at a frequency of every three years by a non-binding vote. The voting results are set forth below:
1 Year
 
2 Year
 
3 Year
 
Abstain
 
Broker Non Vote
3,515,316
 
220,776
 
9,423,408
 
312,418
 
7,428,585

V.
To Approve, The Goldfield Corporation 2013 Long-Term Incentive Plan
The stockholders of the Company approved The Goldfield Corporation 2013 Long-Term Incentive Plan. The voting results are set forth below:
For
 
Against
 
Abstain
 
Broker Non-Votes
12,122,997
 
1,176,711
 
172,210
 
7,428,585

These items were the only matters voted upon at the Annual Meeting.



2



SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Dated: June 3, 2013


The Goldfield Corporation



    
By:
 /s/ Stephen R. Wherry
 
Stephen R. Wherry
 
Senior Vice President, Chief Financial Officer
 
(Principal Financial and Accounting Officer),
 
Treasurer and Assistant Secretary



3