0001144204-15-054649.txt : 20150911 0001144204-15-054649.hdr.sgml : 20150911 20150911162556 ACCESSION NUMBER: 0001144204-15-054649 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150910 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20150911 DATE AS OF CHANGE: 20150911 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RBC Bearings INC CENTRAL INDEX KEY: 0001324948 STANDARD INDUSTRIAL CLASSIFICATION: BALL & ROLLER BEARINGS [3562] IRS NUMBER: 954372080 FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-51486 FILM NUMBER: 151103605 BUSINESS ADDRESS: STREET 1: ONE TRIBOLOGY CENTER CITY: OXFORD STATE: CT ZIP: 06478 BUSINESS PHONE: (203) 267 7001 MAIL ADDRESS: STREET 1: ONE TRIBOLOGY CENTER CITY: OXFORD STATE: CT ZIP: 06478 8-K 1 v420153_8-k.htm FORM 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: September 11, 2015 (Date of earliest event reported: September 10, 2015)

RBC BEARINGS INCORPORATED

(Exact name of registrant as specified in its charter)

Delaware	333-124824	95-4372080
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

One Tribology Center

Oxford, CT 06478

(Address of principal executive offices) (Zip Code)

(203) 267-7001

(Registrant’s telephone number, including area code)

N/A

(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):

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 Company’s Annual General Meeting of Shareholders on September 10, 2015, the shareholders (1) elected all three of the Company’s nominees for director; (2) ratified the appointment of Ernst & Young LLP as the Company’s Independent Registered Public Accounting Firm for fiscal year 2016 and (3) did not approve, on an advisory basis, the compensation paid to the Company's named executive officers.

Shares were voted on these proposals as follows:

Proposal 1. The stockholders elected the following three directors to hold office as noted below (or until their respective successors are elected and qualified).

	Nominees	For	Withheld	Broker Non Vote
(a)	Mitchell I. Quain	19,540,564	2,547,512	425,784
(b)	Alan B. Levine	20,815,653	1,272,423	425,784
(b)	Richard R. Crowell	20,741,654	1,346,422	425,784

(a)

to hold office in Class I for a one year term until the Company’s 2016 Annual General Meeting of Stockholders.

(b)

to hold office in Class II for a three year term until the Company’s 2018 Annual General Meeting of Stockholders:

Proposal 2. To ratify the appointment of Ernst & Young LLP as the Company’s Independent Registered Public Accounting Firm for fiscal year 2016:

For		Against		Abstain		Broker Non Vote
22,503,828		8,317		1,715		0

Proposal 3. The approval, on an advisory basis, of the compensation paid to the Company's named executive officers.

For		Against		Abstain		Broker Non Vote
7,730,807		14,135,350		221,919		425,784

SIGNATURES

According to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

Date: September 11, 2015

RBC BEARINGS INCORPORATED

By:	/s/ Thomas J. Williams
	Name:	Thomas J. Williams
	Title:	Corporate General Counsel & Secretary