UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 27, 2012
HAYNES INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
Delaware | | 001-33288 | | 06-1185400 |
(State or other
jurisdiction of
incorporation or
organization) | | (Commission File
Number) | | (I.R.S. Employer
Identification No.) |
1020 West Park Avenue
Kokomo, Indiana | | 46904-9013 |
(Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (765) 456-6000
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(17CFR240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act(17CFR240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act(17CFR240.13e-4(c))
Explanatory Note
This Current Report on Form 8-K/A (the “Amendment”) amends the Current Report on Form 8-K filed by Haynes International, Inc. (the “Company”) on March 5, 2012. This Amendment is being filed to supplement information provided in Item 5.07 of the original Form 8-K regarding the results of the vote to elect directors at the Company’s 2012 annual meeting of stockholders. The information in this Amendment supersedes and replaces the information included in response to such Item in the original Form 8-K.
Item 5.07. Submission of Matters to a Vote of Security Holders.
On February 27, 2012, the Company held its annual meeting of stockholders. The following is a summary of the matters voted on at the meeting:
1. The following persons were elected to the Company’s Board of Directors by the stockholder votes indicated:
Director | | For | | Against/
Withhold | | Abstain | | Non-Vote | |
Paul J. Bohan | | 11,478,072 | | 70,864 | | 360 | | 230,246 | |
Donald C. Campion | | 11,191,367 | | 357,568 | | 361 | | 230,246 | |
Mark M. Comerford | | 11,481,147 | | 67,291 | | 858 | | 230,246 | |
John C. Corey | | 11,400,608 | | 148,327 | | 361 | | 230,246 | |
Robert H. Getz | | 11,272,220 | | 276,716 | | 360 | | 230,246 | |
Timothy J. McCarthy | | 11,221,623 | | 327,312 | | 361 | | 230,246 | |
William P. Wall | | 11,475,328 | | 73,607 | | 361 | | 230,246 | |
2. The appointment of Deloitte & Touche, LLP as the Company’s independent auditor for the fiscal year ending September 30, 2012 was ratified by the following stockholder vote:
For | | Against/Withhold | | Abstain | | Non-Vote | |
11,423,064 | | 355,346 | | 1,132 | | 0 | |
3. On the advisory vote to approve the compensation of the Company’s Named Executive Officers, the stockholders voted as follows:
For | | Against/Withhold | | Abstain | | Non-Vote | |
10,459,752 | | 696,182 | | 393,362 | | 230,246 | |
2
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.
| Haynes International, Inc. |
| |
| |
Date: February 18, 2014 | By: | /s/ Janice C. Wilken |
| Janice C. Wilken |
| Vice President-General Counsel, Corporate Secretary |
3
