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
October 28, 2011
Date of Report (Date of earliest event reported)
MOLEX INCORPORATED
(Exact name of registrant as specified in its charter)
| | | | |
| Delaware | | 0-7491 | | 36-2369491 |
(State or other jurisdiction
of incorporation) | | (Commission
File Number) | | (IRS Employer
Identification No.) |
2222 Wellington Court, Lisle, Illinois 60532
(Address and zip code of principal executive offices)
(630) 969-4550
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
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):
| ¨ | 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)) |
Item 5.07 Submission of Matters to a Vote of Security Holders
Molex Incorporated held its Annual Meeting of Shareholders on October 28, 2011.
Shareholders voted on the matters set forth below:
ITEM 1: ELECTION OF THE BOARD OF DIRECTORS
The below named nominees were the only candidates for election to the Board of Directors, received the votes set opposite their respective names and were elected for a three-year term by a plurality of the votes cast by the holders of Common Stock and Class B Common Stock voting together as a class:
| | | | | | | | |
NAME | | FOR | | | WITHHELD | |
Edgar D. Jannotta | | | 73,091,999 | | | | 8,996,392 | |
John H. Krehbiel, Jr. | | | 79,904,879 | | | | 2,183,512 | |
Donald G. Lubin | | | 77,120,993 | | | | 4,967,398 | |
Robert J. Potter | | | 77,491,476 | | | | 4,596,915 | |
The terms of the following directors continued after the meeting:
Michelle L. Collins
Fred L. Krehbiel
David D. Landsittel
Joe W. Laymon
James S. Metcalf
Michael J. Birck
Anirudh Dhebar
Frederick A. Krehbiel
Martin P. Slark
ITEM 2: RATIFICATION OF THE SELECTION OF INDEPENDENT AUDITOR
For: 87,562,085
Against: 293,164
Abstain: 102,809
Broker Nonvotes: N/A
ITEM 3:NON-BINDING ADVISORY VOTE ON THE COMPENSATION OF MOLEX’S NAMED EXECUTIVE OFFICERS FOR FISCAL YEAR 2011
For: 74,124,597
Against: 7,591,499
Abstain: 372,295
Broker Nonvotes: 5,869,667
ITEM 4: NON-BINDING ADVISORY VOTE ON THE FREQUENCY OF ADVISORY VOTES ON NAMED EXECUTIVE OFFICER COMPENSATION
| | | | |
3 Year | | | 49,545,545 | |
2 Year | | | 496,303 | |
1 Year | | | 31,740,678 | |
Abstain | | | 305,865 | |
ITEM 5: APPROVAL OF AN AMENDMENT TO THE 2008 MOLEX STOCK INCENTIVE PLAN
For: 75,361,920
Against: 6,372,465
Abstain: 354,006
Broker Nonvotes: 5,869,667
ITEM 6: APPROVAL OF AN AMENDMENT TO THE 2005 MOLEX EMPLOYEE STOCK PURCHASE PLAN
For: 81,237,713
Against: 502,260
Abstain: 348,418
Broker Nonvotes: 5,869,667
Based on the shareholder vote results in Item 4 (above), the Board of Directors has determined that the advisory votes on executive officer compensation will be submitted to shareholders on a triennial basis.
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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.
| | | | | | |
| | | | MOLEX INCORPORATED |
| | | |
| Date: November 2, 2011 | | | | By: | | /s/ Mark R. Pacioni |
| | | | | | Mark R. Pacioni |
| | | | | | Secretary |
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