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): November 25, 2014
| DYCOM INDUSTRIES, INC. | ||||
(Exact name of Registrant as specified in its charter)
| Florida | 001-10613 | 59-1277135 | ||
| (State or other jurisdiction of incorporation) | (Commission file number) | (I.R.S. employer identification no.) | ||
| 11770 U.S. Highway One, Suite 101, | ||||
| Palm Beach Gardens, Florida 33408 | ||||
| (Address of principal executive offices) (Zip Code) | ||||
(561) 627-7171 | ||||
| (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:
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-4c))
Item 5.07 Submission of Matters to a Vote of Security Holders.
At the Company’s Annual Meeting held on November 25, 2014, three proposals were voted upon by the Company’s shareholders. At the Annual Meeting, the Company’s shareholders:
1) elected Charles B. Coe and Dwight B. Duke to serve as directors until the Company’s fiscal 2017 Annual Meeting;
2) ratified the appointment of Deloitte & Touche LLP as the Company’s independent auditor for fiscal 2015; and
3) approved, on an advisory basis, the Company’s executive compensation.
Set forth below are the voting results for each matter submitted to a vote, which is described in detail in the Company’s definitive proxy statement filed on October 16, 2014.
Proposal 1. Election of directors to serve until the Company’s fiscal 2017 Annual Meeting of Shareholders:
| Nominee | Votes For | Votes Withheld | Broker Non-Votes |
| Charles B. Coe | 28,052,367 | 56,122 | 3,064,992 |
| Dwight B. Duke | 28,012,901 | 95,588 | 3,064,992 |
Proposal 2. Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent auditor for fiscal 2015:
| Votes For | Votes Against | Abstain | Broker Non-Votes |
| 30,964,159 | 201,419 | 7,903 | - |
Proposal 3. Approve, by non-binding advisory vote, the compensation of the Company’s named executive officers:
| Votes For | Votes Against | Abstain | Broker Non-Votes |
| 27,795,811 | 254,240 | 58,438 | 3,064,992 |
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 thereunto duly authorized.
Dated: November 25, 2014
DYCOM INDUSTRIES, INC. (Registrant) | |
| By: | /s/ Richard B. Vilsoet |
| Name: | Richard B. Vilsoet |
| Title: | Vice President, General Counsel and Corporate Secretary |