UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): March 10, 2015
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Joy Global Inc.
(Exact name of Registrant as Specified in Its Charter)
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| Delaware | 001-09299 | 39-1566457 |
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
100 E. Wisconsin Avenue, Suite 2780
Milwaukee, WI 53202
(Address of Principal Executive Offices)
Registrant’s telephone number, including area code:
(414) 319-8500
Former name or former address, if changed since last report:
Not Applicable
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:
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| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| o | Solicitation material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a.-12) |
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| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| 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.
Joy Global Inc. held its 2015 annual meeting of shareholders on March 10, 2015. At the annual meeting, our shareholders voted on three proposals.
Proposal #1
Each of our directors standing for election was re-elected to a term ending at the 2016 annual meeting. Election to the board of directors required each nominee to receive a majority of the votes cast by shareholders present in person or represented by proxy and entitled to vote at the annual meeting. The votes cast are listed below:
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For | |
Withheld | | Broker Non-Votes |
| Edward L. Doheny II | 79,170,862 | | 2,208,271 | | 6,813,262 |
| Steven L. Gerard | 46,918,621 | | 34,460,512 | | 6,813,262 |
| Mark J. Gliebe | 79,932,745 | | 1,446,388 | | 6,813,262 |
| John T. Gremp | 74,973,668 | | 6,405,465 | | 6,813,262 |
| John Nils Hanson | 74,335,978 | | 7,043,155 | | 6,813,262 |
| Gale E. Klappa | 69,552,217 | | 11,826,916 | | 6,813,262 |
| Richard B. Loynd | 73,960,194 | | 7,418,939 | | 6,813,262 |
| P. Eric Siegert | 74,306,362 | | 7,072,771 | | 6,813,262 |
| James H. Tate | 74,304,900 | | 7,074,233 | | 6,813,262 |
Proposal #2
Shareholders were asked to ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for our fiscal year ending October 30, 2015. Ratification of the appointment required the affirmative vote of a majority of the shares of common stock present in person or represented by proxy and voted at the annual meeting. The appointment was ratified and the votes cast are listed below:
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| For | | Against | | Abstained |
| 86,481,264 | | 1,016,736 | | 694,395 |
Proposal #3
Pursuant to Section 14A of the Securities Exchange Act of 1934, shareholders were asked to cast a non-binding advisory vote on the compensation of our named executive officers, as disclosed in our annual meeting proxy statement. Approval of such compensation required the affirmative vote of shareholders present in person or represented by proxy and voted at the meeting. Shareholders approved the compensation of our named executive officers and the votes cast are listed below:
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| For | | Against | | Abstained | | Broker Non-Votes |
| 78,446,138 | | 2,188,034 | | 744,961 | | 6,813,262 |
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.
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| | | JOY GLOBAL INC. |
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| Date: March 10, 2015 | By: | /s/ Matthew S. Kulasa |
| | | Matthew S. Kulasa |
| | | Vice President, Controller |
| | | and Chief Accounting Officer |
| | | (Principal Accounting Officer) |
