0000811596-19-000035.txt : 20190606 0000811596-19-000035.hdr.sgml : 20190606 20190606161101 ACCESSION NUMBER: 0000811596-19-000035 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190606 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20190606 DATE AS OF CHANGE: 20190606 FILER: COMPANY DATA: COMPANY CONFORMED NAME: KAISER ALUMINUM CORP CENTRAL INDEX KEY: 0000811596 STANDARD INDUSTRIAL CLASSIFICATION: ROLLING DRAWING & EXTRUDING OF NONFERROUS METALS [3350] IRS NUMBER: 943030279 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09447 FILM NUMBER: 19882705 BUSINESS ADDRESS: STREET 1: 27422 PORTOLA PARKWAY, SUITE 200 CITY: FOOTHILL RANCH STATE: CA ZIP: 92610-2831 BUSINESS PHONE: 949-614-1740 MAIL ADDRESS: STREET 1: 27422 PORTOLA PARKWAY, SUITE 200 CITY: FOOTHILL RANCH STATE: CA ZIP: 92610-2831 FORMER COMPANY: FORMER CONFORMED NAME: KAISERTECH LTD DATE OF NAME CHANGE: 19901122 8-K 1 a2019annualmeeting.htm 8-K Document


 

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): June 6, 2019
KAISER ALUMINUM CORPORATION
(Exact Name of Registrant as Specified in its Charter)
 
 
 
 
 
Delaware
 
1-09447
 
94-3030279
(State or Other Jurisdiction
 
(Commission
 
(I.R.S. Employer
of Incorporation)
 
File Number)
 
Identification No.)
 
 
 
 
 
 
 
27422 Portola Parkway, Suite 200
 
 
 
 
Foothill Ranch, California
 
92610-2831
 
 
(Address of Principal Executive Offices)
 
(Zip Code)

(949) 614-1740
(Registrant's telephone number, including area code)

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:
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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
Emerging growth company o
 If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial auditing standards provided pursuant to Section 13(a) of the Exchange Act. o
 
 




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

On June 6, 2019, the Company held its 2019 Annual Meeting of Stockholders. Below are the matters that were voted upon at the meeting and the final voting results as reported by our inspector of elections.

(1)
Election of Directors - The stockholders elected four Class I directors, each for a term expiring at the Company's 2022 Annual Meeting of Stockholders. Each received the affirmative vote of a majority of the votes cast at the 2019 Annual Meeting. The voting results were as follows:

Nominee Name
Votes For
 
Votes Withheld
 
Broker Non-Votes
Alfred E. Osborne, Jr.
14,351,058
 
236,757
 
604,820
Teresa M. Sebastian
14,502,706
 
85,109
 
604,820
Donald J. Stebbins
14,504,795
 
83,020
 
604,820
Thomas M. Van Leeuwen
14,417,849
 
169,966
 
604,820

The other directors with terms continuing after the 2019 Annual Meeting of Stockholders are Carolyn Bartholomew, David Foster, L. Patrick Hassey, Jack A. Hockema, Emily Liggett, Lauralee E. Martin, and Brett E. Wilcox.

(2)
Advisory Vote on Executive Compensation - The stockholders approved, on an advisory, non-binding basis, the compensation of the Company's named executive officers. The voting results were as follows:

For
Against
Abstain
Broker Non-Votes
12,295,937
2,204,784
87,094
604,820

The number of shares voting “for” constituted 84.29% of the total number of shares represented and entitled to vote at the meeting and actually voted on the proposal.

(3)
Ratification of the Selection of Independent Registered Public Accounting Firm - The stockholders ratified the selection of Deloitte & Touche LLP as the independent registered public accounting firm for the Company for 2019. The voting results were as follows:

For
Against
Abstain
15,024,929
160,532
7,174

The number of shares voting “for” constituted 98.89% of the total number of shares represented and entitled to vote at the meeting and actually voted on the proposal.






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.
 
 
 
 
 
 
 
KAISER ALUMINUM CORPORATION
(Registrant)
 
 
 
 
 
 
 
By:
 
/s/ Cherrie I. Tsai
 
 
 
 
Cherrie I. Tsai
Vice President, Deputy General Counsel and Corporate Secretary
Date: June 6, 2019