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):
March 15, 2012
SPARTECH CORPORATION
(Exact Name of Registrant as Specified in its Charter)
Delaware | 1-5911 | 43-0761773 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
120 S. Central Avenue, Suite 1700
Clayton, Missouri 63105
(Address of principal executive offices) (Zip Code)
(314) 721-4242
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
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-4(c))
Item 5.07. | Submission of Matters to a Vote of Security Holders. |
At the Company's 2012 Annual Meeting of Stockholders held on March 15, 2012, of the 30,818,052 shares outstanding and entitled to vote, 28,144,990.513 shares were represented, constituting a 91.33% quorum. The stockholders considered three proposals, each of which is described in more detail in the Company's definitive proxy statement filed on January 24, 2012. The final results for each of the proposals submitted to a vote of stockholders at the Annual Meeting are as follows:
Proposal 1: The stockholders elected all of the board's nominees for director to serve for one-year terms and until their successors have been duly elected and qualified, by the votes set forth in the table below:
Nominee | Votes For | Votes Against | Abstentions | Broker Non-Votes |
Ralph B. Andy | 23,968,564.713 | 1,299,221.470 | 410,506.330 | 2,466,698.000 |
Lloyd E. Campbell | 24,216,333.713 | 1,051,601.763 | 410,357.037 | 2,466,698.000 |
Edward J. Dineen | 24,923,709.763 | 344,787.346 | 409,795.404 | 2,466,698.000 |
Victoria M. Holt | 24,423,396.853 | 844,796.330 | 410,099.330 | 2,466,698.000 |
Walter J. Klein | 24,315,710.420 | 952,579.763 | 410,002.330 | 2,466,698.000 |
Pamela F. Lenehan | 24,490,475.713 | 778,401.053 | 409,415.747 | 2,466,698.000 |
Jackson W. Robinson | 23,950,109.713 | 1,316,366.763 | 411,816.037 | 2,466,698.000 |
Craig A. Wolfanger | 23,796,656.079 | 1,469,372.346 | 412,264.088 | 2,466,698.000 |
Proposal 2: The stockholders ratified the selection of Ernst & Young LLP as the Company's independent registered public accounting firm for the 2012 fiscal year, by the votes set forth in the table below:
Votes For | Votes Against | Abstentions | Broker Non-Votes |
27,019,622.518 | 1,110,188.011 | 15,179.984 | — |
Proposal 3: The stockholders approved, on an advisory (non-binding) basis, the compensation of certain executive officers, by the votes set forth in the table below:
Votes For | Votes Against | Abstentions | Broker Non-Votes |
25,005,945.748 | 188,521.770 | 483,824.995 | 2,466,698.000 |
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: March 15, 2012 | SPARTECH CORPORATION |
By: /s/ Randy C. Martin
Randy C. Martin
Executive Vice President and Chief Financial Officer