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):  April 22, 2016


Graco Inc.
(Exact name of registrant as specified in its charter)


Minnesota
 
001-9249
 
41-0285640
(State or other jurisdiction of Incorporation)
 
(Commission File Number)
 
(I.R.S. Employer
Identification No.)

88-11th Avenue Northeast
Minneapolis, Minnesota
 

55413
(Address of principal executive offices)
 
(Zip Code)

Registrant’s telephone number, including area code: (612) 623-6000


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:

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[ ]
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.

On April 22, 2016, Graco Inc. (the "Company") held its Annual Meeting of Shareholders (the “Annual Meeting”) in Minneapolis, Minnesota. Set forth below are the final voting results on each matter submitted to a vote of security holders at the Annual Meeting. Each proposal is described in detail in the Company’s Proxy Statement for 2016 Annual Meeting, filed with the Securities and Exchange Commission on March 9, 2016 (the “2016 Proxy Statement”).

Proposal 1

The following directors were elected to serve for three-year terms:

Name
For
Against
Abstain
Broker Non-Votes
Eric P. Etchart
44,870,580
667,800
42,093
4,982,145
Jody H. Feragen
44,706,005
833,387
41,081
4,982,145
J. Kevin Gilligan
44,834,339
689,831
56,303
4,982,145

Proposal 2

The appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year 2016 was ratified:

For
Against
Abstain
49,090,778
1,445,468
26,372
                
Proposal 3

Shareholders approved, on an advisory basis, the compensation paid to our Named Executive Officers as disclosed in the 2016 Proxy Statement:

For
Against
Abstain
Broker Non-Votes
42,998,988
1,754,809
826,676
4,982,145
                    











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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, thereunto duly authorized.


GRACO INC.





Date: _April 28, 2016_______________    By:    /s/ Karen Park Gallivan_________
Karen Park Gallivan
Its: Vice President, General Counsel and Secretary

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