8-K

 

 

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 13, 2016

 

 

DRIL-QUIP, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-13439   74-2162088

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

6401 N. Eldridge Parkway  
Houston, Texas   77041
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (713) 939-7711

 

 

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 (see General Instruction A.2):

 

  ¨ 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))

 

 

 


Item 5.07 Submission of Matters to a Vote of Security Holders.

At the annual meeting of stockholders of Dril-Quip, Inc. (“Dril-Quip”) held on May 13, 2016, the matters voted upon and the number of votes cast for or against, as well as the number of abstentions and broker non-votes as to such matters, were as stated below. The proposals related to each matter are described in detail in Dril-Quip’s definitive proxy statement for the annual meeting, which was filed with the SEC on March 31, 2016.

Proposal 1—Election of Directors

The following nominees for director were elected to serve three-year terms expiring at the 2019 annual meeting of stockholders by a majority of the votes cast at the annual meeting:

 

     For      Against      Abstentions      Broker Non-Votes  

Alexander P. Shukis

     33,602,431         1,065,148         67,639         1,603,160   

Terence B. Jupp

     33,801,352         866,227         67,639         1,603,160   

Proposal 2—Approval of Appointment of Independent Registered Public Accounting Firm

The appointment of PricewaterhouseCoopers LLP as independent registered public accountants for Dril-Quip for 2016 was approved by the majority of the votes cast “for” or “against” the proposal at the meeting:

 

For

  

Against

  

Abstentions

  

Broker Non-Votes

36,282,614    25,037    30,727    —  

Proposal 3—Advisory Vote to Approve Executive Compensation

The advisory vote on the compensation of Dril-Quip’s named executive officers received the affirmative vote of a majority of the votes cast “for” or “against” the proposal at the meeting:

 

For

  

Against

  

Abstentions

  

Broker Non-Votes

33,518,477    1,179,862    36,879    1,603,160


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.

 

DRIL-QUIP, INC.
By:   /s/ Jerry M. Brooks
 

Jerry M. Brooks

Vice President—Finance and Chief Financial Officer

Date: May 17, 2016