FTEK-2015.05.28-8K




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 21, 2015

FUEL TECH, INC.
(Exact name of registrant as specified in its charter)

Delaware
001-33059
20-5657551
(State or other jurisdiction of
incorporation of organization)
(Commission File
Number)
(I.R.S. Employer
Identification Number)


Fuel Tech, Inc.
27601 Bella Vista Parkway
Warrenville, IL 60555-1617
630-845-4500

(Address and telephone number of principal executive offices)

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 provision:


[ ]
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.

On May 21 2015, Fuel Tech, Inc., a Delaware corporation (the “Company” or “Fuel Tech”) held its Annual Meeting of Stockholders, at which the stockholders voted upon (i) the election of Vincent J. Arnone, Douglas G. Bailey, Miguel Espinosa, W. Grant Gregory, George F. MacCormack, Thomas S. Shaw, Jr., D.L. Williamson and Dennis L. Zeitler to the Company’s Board of Directors to serve until the earlier of the Company’s next Annual Meeting of Stockholders or until their respective successors are duly elected, or they shall sooner resign, retire or be removed, (ii) the ratification of the appointment of McGladrey LLP as the Company’s independent registered public accounting firm, and (iii) an advisory, non-binding approval of the Company’s executive compensation.

The stockholders elected all eight directors, approved the ratification of the appointment of McGladrey LLP as the Company’s independent registered public accounting firm and approved, on an advisory, non-binding basis, Fuel Tech’s executive compensation.

The number of votes cast for or against (or withheld) and the number of abstentions and broker non-votes with respect to each matter voted upon, as applicable, are set forth below.

Proposal 1: Election of Directors

Director
For
Withheld
Broker Non-Votes
Vincent J. Arnone
12,334,813
266,776
7,247,068
Douglas G. Bailey
12,133,939
467,650
7,247,068
Miguel Espinosa
12,286,668
314,921
7,247,068
W. Grant Gregory
12,327,107
274,482
7,247,068
George F. MacCormack
12,330,976
270,613
7,247,068
Thomas S. Shaw, Jr.
12,290,413
311,176
7,247,068
D.L. Williamson
12,325,421
276,168
7,247,068
Dennis L. Zeitler
12,327,913
273,676
7,247,068

Proposal 2: Ratification of McGladrey LLP as the Company’s independent registered public accounting firm

For
Against
Abstain
19,561,605
176,870
110,182


Proposal 3: Advisory vote to approve executive compensation

For
Against
Abstain
Broker Non-Votes
11,877,060
586,445
138,084
7,247,068








SIGNATURES

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 hereunto duly authorized.


 
 
Fuel Tech, Inc.
 
 
(Registrant)
 
 
 
 
 
 
Date: May 28, 2015
 
 
 
 
By: /s/ Albert G. Grigonis               
 
 
Senior Vice President, General Counsel and
 
 
Secretary