form8k.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC  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):

July 22, 2010


Modine Manufacturing Company
Exact name of registrant as specified in its charter


Wisconsin
1-1373
39-0482000
State or other jurisdiction of incorporation
Commission File Number
I.R.S. Employer Identification Number


1500 DeKoven Avenue, Racine, Wisconsin
53403
Address of principal executive offices
Zip Code


Registrant’s telephone number, including area code:
(262) 636-1200

Check the appropriate 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

o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act

o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
 
 
 
 

TABLE OF CONTENTS

Item 5.07
Submission of Matters to a Vote of Security Holders

Item 9.01
Financial Statements and Exhibits

Signature


INFORMATION TO BE INCLUDED IN THE REPORT


Item 5.07
Submission of Matters to a Vote of Security Holders

Election of Directors

On July 22, 2010, the shareholders of Modine Manufacturing Company voted to elect Thomas A. Burke, Charles P. Cooley and Gary L. Neale to serve as directors until the 2013 Annual Meeting of Shareholders and until their successors are duly elected and qualified.  The results of the vote were as follows:

Director
For
Against
Abstain
Broker Non-Votes
Thomas A. Burke
39,484,012
367,303
56,056
3,975,614
Charles P. Cooley
39,633,033
306,458
64,945
3,975,614
Gary L. Neale
39,311,923
430,333
165,115
3,975,614

Ratification of Independent Registered Public Accounting Firm

The shareholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm with 43,537,021 votes for ratification, 281,019 votes against and 64,945 votes abstaining.

Attached to this Current Report on Form 8-K as Exhibit 99.1 is a copy of the Company’s press release reporting the voting on the matters presented at the annual meeting.

Item 9.01
Financial Statements and Exhibits

(d)
Exhibits

Exhibit No.
Description

99.1
Press Release dated July 22, 2010 relating to voting results of the 2010 Annual Meeting of Shareholders

 
 
 

SIGNATURE

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.


 
Modine Manufacturing Company
   
   
 
By: /s/ Thomas A. Burke
 
Thomas A. Burke
President and Chief Executive Officer
   
   
 
By: /s/ Margaret C. Kelsey
 
Margaret C. Kelsey
Vice President – Corporate Development,
General Counsel and Secretary


Date: July 26, 2010

 
 
 

EXHIBIT INDEX

Exhibit No.
Description

Press Release dated July 22, 2010 relating to voting results of the 2010 Annual Meeting of Shareholders