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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 19, 2011
FUEL TECH, INC.
(Exact name of registrant as specified in its charter)
         
Delaware
(State or other jurisdiction
of incorporation)
  001-33059
(Commission
File Number)
  20-5657551
(IRS Employer
Identification No.)
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:
o     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


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Item 5.07. Submission of Matters to a Vote of Security Holders.
SIGNATURES


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Item 5.07. Submission of Matters to a Vote of Security Holders.
On May 19 2011, Fuel Tech, Inc., a Delaware corporation (the “Company”) held its Annual Meeting of Stockholders, at which the stockholders voted upon (i) the election of Douglas G. Bailey, Miguel Espinosa, Charles W. Grinnell, Thomas L. Jones, John D. Morrow, Thomas S. Shaw, Jr. and D.L. Williamson to the Company’s Board of Directors until the Company’s next Annual Meeting of Stockholders or until their respective successors are duly elected and qualified, (ii) a proposal to approve a stock option for restricted stock unit exchange program; (iii) the ratification of the appointment of McGladrey & Pullen, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2011; (iv) an advisory, non-binding proposal relating to executive compensation; and (v) an advisory, non-binding vote on the frequency of the executive compensation advisory non-binding vote.
The stockholders elected all seven directors, approved the stock option for restricted stock unit exchange program, approved the ratification of the appointment of McGladrey & Pullen, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2011, approved the advisory, non-binding proposal relating to executive compensation and, with respect to the advisory, non-binding proposal regarding the frequency of the executive compensation non-binding vote, elected to hold such a vote every year.
The final 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   Withhold
Douglas G. Bailey
    13,538,408       255,435  
Miguel Espinosa
    13,553,363       240,480  
Charles W. Grinnell
    13,553,341       260,502  
Thomas L. Jones
    13,497,935       295,908  
John D. Morrow
    13,486,778       307,065  
Thomas S. Shaw, Jr.
    13,498,758       295,085  
D.L. Williamson
    13,493,871       299,972  
Proposal 2: Proposal to approve a stock option for restricted stock unit exchange program
         
For   Against   Abstain
10,762,635
  2,978,371   52,837
Proposal 3: To ratify the appointment of McGladrey & Pullen, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2011
             
For   Against   Abstain   Broker Non-Votes
19,250,664   253,434   38,945   5,749,199
Proposal 4: Advisory, non-binding proposal on executive compensation
         
For   Against   Abstain
13,279,344   441,714   72,785

 


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Proposal 5: Advisory, non-binding vote on the frequency of the executive compensation advisory vote.
             
1 year   2 years   3 years   Abstain
12,794,800   77,260   866,985   54,798
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 24, 2011  By:   /s/ Albert G. Grigonis    
    Albert G. Grigonis   
    Senior Vice President, General Counsel and Secretary