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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 8, 2012
Nortek, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
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333-152934 | 05-0314991 |
(Commission File Number) | (I.R.S. Employer Identification No.) |
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50 Kennedy Plaza, Providence, Rhode Island | 02903-2360 |
(Address of Principal Executive Offices) | (Zip Code) |
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(401) 751-1600 |
(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))
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ITEM 5.07 | SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS |
Nortek, Inc. held its Annual Meeting of Stockholders on May 8, 2012 (the “Annual Meeting”). At the Annual Meeting, the Company's stockholders elected Michael J. Clarke, Daniel C. Lukas and Bennett Rosenthal as Class III directors to serve on the Company's Board of Directors until the Company's 2015 Annual Meeting of Stockholders. The results of the stockholders' votes with respect to the election of such directors were as follows:
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| For | Withheld | Broker Non-Votes |
Michael J. Clarke | 14,256,709 | 602 | 566,581 |
Daniel C. Lukas | 11,817,607 | 2,439,704 | 566,581 |
Bennett Rosenthal | 14,256,709 | 602 | 566,581 |
The Company's stockholders voted to ratify the selection of Ernst & Young LLP as the Company's independent auditor for the fiscal year 2012. The results of the stockholders' votes with respect to this proposal were as follows:
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| For | Against | Abstain |
Ratification of Independent Auditor | 14,821,514 | 2,269 | 109 |
The Company's stockholders voted to approve the Company's 2009 Omnibus Incentive Plan, as Amended and Restated, and to authorize the issuance of an additional 732,797 shares thereunder. The results of the stockholders' votes with respect to this proposal were as follows:
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| For | Against | Abstain | Broker Non-Votes |
Approval of the Company's 2009 Omnibus Incentive Plan, as Amended and Restated, and the authorization to issue an additional 732,797 shares thereunder | 13,370,297 | 882,959 | 4,055 | 566,581 |
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.
NORTEK, INC.
By: /s/ Edward J. Cooney _____
Name: Edward J. Cooney
Title: Senior Vice President and Treasurer
Date: May 8, 2012