Document

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):     April 29, 2019         
ENPRO INDUSTRIES, INC.
(Exact name of Registrant, as specified in its charter)
North Carolina
 
001-31225
 
01-0573945
(State or other jurisdiction
 
(Commission file number)
 
(I.R.S. Employer
of incorporation
 
 
 
Identification No.)
5605 Carnegie Boulevard, Suite 500
Charlotte, North Carolina 28209
(Address of principal executive offices, including zip code)
(704) 731-1500
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or address, if changed since last report)
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. below):
¨
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))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨





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

(a)    EnPro Industries, Inc. (the "Company") held its 2019 annual meeting of shareholders on April 29, 2019.

(b)    The following sets forth the voting results on each of the matters voted upon at the annual meeting:

Proposal 1.    Election of Directors.

Each of the following individuals was elected as a director at the annual meeting.

Nominee
No. of Votes “For”

No. of Votes “Withheld”

Thomas M. Botts
18,603,179

223,977

Felix M. Brueck
18,740,130

87,026

B. Bernard Burns, Jr.
18,737,140

90,016

Diane C. Creel
18,734,375

92,781

Adele M. Gulfo
18,747,995

79,161

David L. Hauser
18,665,631

161,525

John Humphrey
18,738,011

89,145

Stephen E. Macadam
18,512,917

314,239

Kees van der Graaf
18,683,649

143,507

Marvin A. Riley
18,500,686

326,470


There were 836,017 broker non-votes on the proposal for the election of directors.

Proposal 2.    Adoption of a resolution approving, on an advisory basis, the compensation paid to the Company’s named executive officers as disclosed in the Company’s proxy statement for the annual meeting.

No. of Votes “For”
No. of Votes “Against”
No. of Abstentions
No. of
Broker Non-votes
18,273,290
508,537
45,329
836,017

Proposal 3.    Ratification of PricewaterhouseCoopers LLP as the Company’s Independent Registered Public Accounting Firm for 2019.

No. of Votes “For”
No. of Votes “Against”
No. of Abstentions
No. of
Broker Non-votes
19,451,304
181,316
30,553



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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.

Date:    April 30, 2019


ENPRO INDUSTRIES, INC.
 
 
 
By:
 
/s/ Robert S. McLean
 
 
Robert S. McLean
 
 
Executive Vice President, General Counsel and Secretary































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