Form8-K-form-5-1-15

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, 2015     

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))


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

(a)    The Company held its 2015 annual meeting of shareholders on April 29, 2015.

(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
19,106,708

1,968,393

Felix M. Brueck
20,798,706

276,395

B. Bernard Burns, Jr.
20,893,607

181,494

Diane C. Creel
20,879,455

195,646

Gordon D. Harnett
20,867,795

207,306

David L. Hauser
20,882,721

192,380

Stephen E. Macadam
20,987,326

87,775

Kees van der Graaf
20,756,411

318,690


There were 1,650,348 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
15,085,631
5,978,694
10,776
1,650,348

Proposal 3.    Ratification of PricewaterhouseCoopers LLP as the Company’s Independent Registered Public Accounting Firm for 2015.

No. of Votes “For”
No. of Votes “Against”
No. of Abstentions
No. of
Broker Non-votes
22,561,512
156,655
7,282
0




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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:    May 1, 2015


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





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