Current Report Filing (8-k)
06 Mai 2022 - 10:55PM
Edgar (US Regulatory)
0001439288false00014392882022-05-052022-05-05
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 5,
2022
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ZURN WATER SOLUTIONS CORPORATION |
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(Exact name of Registrant as specified in its charter) |
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Delaware |
001-35475 |
20-5197013 |
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(State or Other Jurisdiction of Incorporation or
Organization) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
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511 W. Freshwater Way |
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53204 |
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Milwaukee, |
Wisconsin |
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(Address of Principal Executive Offices) |
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(Zip Code) |
(855) 480-5050
(Registrant's telephone number, including area code)
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:
☐ 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))
Securities registered pursuant to Section 12(b) of the
Act:
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Title of Each Class |
Trading Symbol(s) |
Name of Each Exchange on Which Registered |
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Common Stock $.01 par value |
ZWS |
The New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange
Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
☐
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange
Act.
☐
Item 5.07 Submission of Matters to a Vote of Security
Holders.
Zurn Water Solutions Corporation (the “Company”) held its Annual
Meeting of Stockholders on May 5, 2022. The Company’s stockholders:
(i) elected three directors to the Company’s Board of Directors to
serve for three-year terms expiring at the Annual Meeting to be
held in 2025 and one director to the Company’s Board of Directors
to serve for a two-year term expiring at the Annual Meeting to be
held in 2024; (ii) did not approve, on a non-binding, advisory
basis, the compensation of the Company’s named executive officers,
as disclosed in the proxy statement for the Annual Meeting (the
“Proxy Statement”) and (iii) ratified the selection of Ernst &
Young LLP as the Company’s independent registered public accounting
firm for the fiscal year ending December 31, 2022 (“Fiscal 2022”).
There were 125,822,043 outstanding shares of the Company’s common
stock eligible to vote as of March 7, 2022, the record date for the
Annual Meeting.
The directors elected to the Company’s Board for terms expiring at
the Annual Meeting as indicated below, as well as the number of
votes cast for, votes withheld and broker non-votes with respect to
each of these individuals, are set forth below:
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Director (2025) |
Votes For |
Votes Withheld |
Broker Non-Votes |
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Mark S. Bartlett |
113,688,073 |
4,687,476 |
1,028,585 |
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Jacques Donavon "Don" Butler |
102,714,271 |
15,661,278 |
1,028,585 |
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David C. Longren |
106,561,278 |
11,814,271 |
1,028,585 |
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Director (2024) |
Votes For |
Votes Withheld |
Broker Non-Votes |
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George C. Moore |
117,925,112 |
450,437 |
1,028,585 |
The terms of office for the following directors continue until the
Annual Meeting in the year set forth below:
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Director |
Term |
Director |
Term |
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Todd A. Adams |
2024 |
Thomas D. Christopoul |
2023 |
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Rosemary Schooler |
2024 |
John S. Stroup |
2023 |
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Peggy N. Troy |
2023 |
The advisory vote regarding the compensation of the Company’s named
executive officers, as disclosed in “Compensation Discussion and
Analysis” and “Executive Compensation” in the Proxy Statement,
received the following votes:
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Votes for approval: |
55,103,986 |
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Votes against: |
57,048,380 |
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Abstentions: |
6,223,183 |
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Broker Non-Votes: |
1,028,585 |
The proposal to ratify the selection of Ernst & Young LLP as
the Company’s independent registered public accounting firm for
Fiscal 2022 received the following votes:
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Votes for approval: |
107,628,479 |
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Votes against: |
11,772,142 |
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Abstentions: |
3,513 |
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Broker Non-Votes: |
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SIGNATURE
Pursuant to the requirements of the
Securities Exchange Act of 1934, as amended, Zurn Water Solutions
Corporation has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized this 6th day of May,
2022.
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ZURN WATER SOLUTIONS CORPORATION |
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By: |
/S/ Jeffrey J. LaValle |
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Jeffrey J. LaValle |
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Vice President, General Counsel and Secretary |
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