Motorcar Parts of America, Inc.
MOTORCAR PARTS AMERICA INC (Form: 8-K, Received: 03/29/2017 15:38:29)

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): March 24, 2017


Motorcar Parts of America, Inc.
(Exact name of registrant as specified in its charter)


New York
001-33861
11-2153962
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)


2929 California Street, Torrance CA
90503
(Address of principal executive offices)
(Zip Code)


Registrant’s telephone number, including area code: (310) 212-7910


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:

£
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.

The Annual Meeting of Stockholders of Motorcar Parts of America, Inc. (the “Registrant”) was held on March 24, 2017 (the “Meeting”).

The Registrant’s stockholders voted on proposals to: (i) elect directors; (ii) ratify the appointment of Ernst & Young LLP as the Registrant’s independent registered public accountants for the fiscal year ending March 31, 2017; and (iii) approve on a non-binding advisory basis the compensation of our named executive officers.

All nominees for election to the Board of Directors of the Company (the “Board”) as directors were elected to serve until the next Annual Meeting of Stockholders and until their respective successors are duly elected and qualified, or until the earlier of such director’s death, resignation or removal. The stockholders also ratified the selection of the independent registered public accountants and, on a non-binding advisory basis, approved the compensation of our named executive officers.

The number of votes cast for, against or withheld and the number of abstentions and broker non-votes with respect to each proposal is set forth below:

Proposal 1—Election of Directors
                 
Nominee
Shares For
Shares Against
Shares
Abstaining
Broker
Non-Votes
               
Selwyn Joffe
 
16,246,760
 
340,567
 
4,247
 
1,187,793
Scott J. Adelson
 
14,993,210
 
1,594,118
 
4,247
 
1,187,793
Rudolph J. Borneo
 
15,992,949
 
584,368
 
14,257
 
1,187,793
Dr. David Bryan
 
16,227,837
 
349,480
 
14,257
 
1,187,793
Joseph Ferguson
 
16,331,199
 
266,119
 
14,257
 
1,187,793
Philip Gay
 
15,998,555
 
588,772
 
4,247
 
1,187,793
Duane Miller
 
16,082,626
 
504,702
 
4,247
 
1,187,793
Jeffrey Mirvis
 
16,082,626
 
504,802
 
3,944
 
1,187,793
Timothy D. Vargo
 
16,367,251
 
210,067
 
14,257
 
1,187,793
Barbara L. Whittaker
 
16,366,905
 
210,413
 
14,257
 
1,187,793

Proposal 2—Ratification of Ernst & Young LLP
             
   
Shares For
Shares Against
Shares
Abstaining
   
17,165,766
 
112,194
 
501,407

Proposal 3—Advisory Vote on the Compensation of Our Named Executive Officers
                 
   
Shares For
Shares Against
Shares
Abstaining
Broker
Non-Votes
   
13,343,613
 
2,585,385
 
662,577
 
1,187,793
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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.

 
MOTORCAR PARTS OF AMERICA, INC.
     
     
     
Date: March 29, 2017
s/ Michael M. Umansky
 
 
Michael M. Umansky 
 
Vice President and General Counsel

 
 
 
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