UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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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
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THE GOLDFIELD CORPORATION
(Exact name of registrant as specified in its charter)
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| Delaware | | 1-7525 | | 88-0031580 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
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1684 West Hibiscus Blvd. Melbourne, FL | | 32901 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code (321) 724-1700
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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):
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| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ¨ | 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.
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| 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:
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| 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 |
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| 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:
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| For | | Against | | Abstain | | Broker Non-Votes |
| 20,443,678 | | 378,808 | | 78,017 | | — |
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| 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:
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| For | | Against | | Abstain | | Broker Non-Votes |
| 12,674,071 | | 592,589 | | 205,258 | | 7,428,585 |
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| 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:
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| 1 Year | | 2 Year | | 3 Year | | Abstain | | Broker Non Vote |
| 3,515,316 | | 220,776 | | 9,423,408 | | 312,418 | | 7,428,585 |
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| 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:
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| 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.
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
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| By: | /s/ Stephen R. Wherry |
| | Stephen R. Wherry |
| | Senior Vice President, Chief Financial Officer |
| | (Principal Financial and Accounting Officer), |
| | Treasurer and Assistant Secretary |
