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 10, 2021
Hexcel Corporation
(Exact name of registrant as specified in its charter)
Delaware (State or other jurisdiction of incorporation) | 001-8472 (Commission File Number) | 94-1109521 (I.R.S. Employer Identification No.) |
Two Stamford Plaza
281 Tresser Boulevard
Stamford, Connecticut 06901-3238
(Address of principal executive offices) (Zip Code)
(203) 969-0666
(Registrant’s telephone number, including area code)
Not Applicable
(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:
☐ 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:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common Stock | HXL | 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. |
| | (a) | The 2021 Annual Meeting of Stockholders of Hexcel Corporation (the “Company”) was held on May 10, 2021. |
| | (b) | (i) The stockholders elected all of the Company’s nominees for director as follows: |
| Name of Director | Shares For | Shares Against | Abstain | Broker Non-Votes |
| Nick L. Stanage | 66,852,567 | 5,586,233 | 83,797 | 4,666,305 |
| Jeffrey C. Campbell | 61,774,629 | 10,677,978 | 69,990 | 4,666,305 |
| Cynthia M. Egnotovich | 70,222,069 | 2,230,533 | 69,995 | 4,666,305 |
| Thomas A. Gendron | 68,475,796 | 3,975,337 | 71,464 | 4,666,305 |
| Dr. Jeffrey A. Graves | 68,044,602 | 4,405,802 | 72,193 | 4,666,305 |
| Guy C. Hachey | 71,566,225 | 884,125 | 72,247 | 4,666,305 |
| Dr. Marilyn L. Minus | 71,953,850 | 500,928 | 67,819 | 4,666,305 |
| Catherine A. Suever | 69,283,261 | 3,172,050 | 67,286 | 4,666,305 |
(ii) The stockholders approved, on an advisory, non-binding basis, the 2020 compensation of the Company’s named executive officers as follows:
| For | Against | Abstain | Broker Non-Votes |
| 67,042,618 | 5,067,546 | 412,433 | 4,666,305 |
(iii) The stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2021 as follows:
| For | Against | Abstain |
| 76,901,812 | 45,193 | 241,897 |
(iv) The stockholders approved the amendment and restatement of the Hexcel Corporation 2016 Employee Stock Purchase Plan to increase the number of shares reserved for issuance under the plan by 300,000 shares of common stock as follows:
| For | Against | Abstain | Broker Non-Votes |
| 72,034,468 | 398,529 | 89,600 | 4,666,305 |
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.
Dated: May 11, 2021
Hexcel Corporation
By: /s/ Gail E. Lehman
Name: Gail E. Lehman
Title: Executive Vice President, General Counsel
and Secretary
0000717605 2021-05-10 2021-05-10
