Aerojet Rocketdyne Holdings, Inc.
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(Exact name of registrant as specified in its charter)
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Delaware
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1-01520
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34-0244000
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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2001 Aerojet Road, Rancho Cordova, California
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95742
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(Address of principal executive offices)
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(Zip Code)
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(Former name or former address, if changed since last report.)
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Item 5.07.
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Submission of Matters to a Vote of Security Holders.
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1.
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The election of eight directors to the Company’s Board of Directors to serve until the 2017 annual meeting of stockholders. The nominees for election were Thomas A. Corcoran, Eileen P. Drake, James R. Henderson, Warren G. Lichtenstein, Lance W. Lord, Merrill A. McPeak, James H. Perry and Martin Turchin;
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2.
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An advisory vote to approve a resolution to approve executive compensation; and
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3.
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The ratification of the appointment of PricewaterhouseCoopers LLP (“PwC”), an independent registered public accounting firm, as independent auditors of the Company for the fiscal year ending December 31, 2016.
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1.
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The election of each of Ms. Drake and Messrs. Corcoran, Henderson, Lichtenstein, Lord, McPeak, Perry and Turchin as directors of the Company to serve until the 2017 annual meeting of stockholders, and until his or her successor is elected and qualified, was approved as follows:
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For
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Withheld
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Broker Non-Votes
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Thomas A. Corcoran
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51,150,692 | 6,637,240 | 3,476,354 | ||||||||||||
Eileen P. Drake
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51,069,962 | 6,717,970 | 3,476,354 | ||||||||||||
James R. Henderson
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38,228,709 | 19,559,223 | 3,476,354 | ||||||||||||
Warren G. Lichtenstein
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36,890,611 | 20,897,321 | 3,476,354 | ||||||||||||
Lance W. Lord
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40,707,161 | 17,080,771 | 3,476,354 | ||||||||||||
Merrill A. McPeak
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51,096,452 | 6,691,480 | 3,476,354 | ||||||||||||
James H. Perry
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39,371,811 | 18,416,121 | 3,476,354 | ||||||||||||
Martin Turchin
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40,262,635 | 17,525,297 | 3,476,354 |
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2.
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The stockholders approved an advisory resolution on executive compensation. The voting results were as follows:
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For
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Against
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Abstain
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Broker Non-Votes
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55,616,053
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1,724,353
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447,526
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3,476,354
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3.
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The stockholders ratified the appointment of PwC as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2016. The voting results were as follows:
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For
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Against
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Abstain
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Broker Non-Votes
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60,055,342
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904,834
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304,110
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0
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April 28, 2016
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AEROJET ROCKETDYNE HOLDINGS, INC.
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By:
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/s/ Kathleen E. Redd
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Name:
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Kathleen E. Redd
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Title:
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Vice President, Chief Financial Officer and Assistant Secretary
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