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UNITED STATES
OMB APPROVAL
 
SECURITIES AND EXCHANGE COMMISSION
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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 10, 2011
 
TRIMAS CORPORATION
(Exact name of registrant as specified in its charter)
 
Delaware
 
001-10716
 
38-2687639
(State or other jurisdiction
 
(Commission
 
(IRS Employer
of incorporation)
 
File Number)
 
Identification No.)
 
39400 Woodward Avenue, Suite 130, Bloomfield Hills, Michigan
 
48304
(Address of principal executive offices)
 
(Zip Code)
 
Registrant’s telephone number, including area code (248) 631-5400
 
 
Not Applicable
(Former name or former 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):
 
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 (17 CFR 240.14a-12)
 
o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
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.
 
 
(a)  TriMas Corporation (the “Corporation”) held its Annual Meeting of Shareholders on May 10, 2011 (“Annual Meeting”).
 
 
(b)  There were a total of 34,258,167 shares of the Corporation’s common stock outstanding and entitled to vote at the Annual Meeting and there were 29,616,648 shares of common stock represented in person or by proxy at the Annual Meeting, which constituted a quorum to conduct business at the meeting.
 
The items voted upon at the Annual Meeting and the results of the vote on each proposal were as follows:
 
Proposal 1.  Election of directors for a three year term:
 
 
 
FOR
 
WITHHELD
Richard M. Gabrys
 
27,223,690
 
2,392,958
Eugene A. Miller
 
28,316,203
 
1,300,445
 
Proposal 2.  To approve the TriMas Corporation 2011 Omnibus Incentive Compensation Plan ("2011 ICP").
 
FOR
 
AGAINST
 
ABSTAIN
28,321,064
 
1,257,686
 
37,898
 
Proposal 3.  To approve by a non-binding, advisory vote regarding the compensation of the Corporation's Named Executive Officers, as described pursuant to Item 402 of the Regulation S-K, including the compensation discussion and analysis, the compensation tables and the narrative discussion in the Proxy Statement.
 
FOR
 
AGAINST
 
ABSTAIN
29,385,575
 
219,216
 
11,857
 
Proposal 4.  The select by a non-binding, advisory vote regarding the frequency of voting on the compensation of the Corporation's Named Executive Officers.
 
1 YEAR
 
2 YEARS
 
3 YEARS
 
ABSTAIN
12,756,419
 
152,067
 
16,669,544
 
38,618
 
 
Based on the votes set forth above, each of the nominees were elected as directors, the Corporation’s 2011 ICP, the compensation of the Corporation's Named Executive Officers and the holding of a triennial shareholder advisory vote on the compensation of our Named Executive Officers were adopted by the shareholders of the Corporation at the Annual Meeting.
 
 
(c)  Not applicable.

 

 

 
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.
 
 
TRIMAS CORPORATION
 
 
 
 
Date:
May 13, 2011
 
By:
 
/s/ Joshua A. Sherbin
 
 
Name:
 
Joshua A. Sherbin
 
Title: Vice President, General Counsel and Corporate Secretary