Document
false0001486957 0001486957 2020-05-01 2020-05-01


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): May 1, 2020
BWX TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
 _____________________________________________________________________________
Delaware
 
001-34658
 
80-0558025
(State or other jurisdiction
 
(Commission
 
(IRS Employer
of incorporation)
 
File Number)
 
Identification No.)
 
 
 
 
 
 
 
 
800 Main Street, 4th Floor
 
 
 
 
 
Lynchburg,
Virginia
 
 
 
 
24504
(Address of principal executive offices)
 
 
 
(Zip Code)
Registrant’s telephone number, including area code: (980365-4300
 ____________________________________________________________________________
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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, $0.01 par value
BWXT
New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
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 accounting standards provided pursuant to Section 13(a) of the Exchange Act.    





Item 5.07 Submission of Matters to a Vote of Security Holders.
At the Annual Meeting on May 1, 2020, the Company's stockholders voted on four matters. A brief description of, and the final vote result for, each matter voted on at the Annual Meeting are set forth below. Each matter is described in more detail in our Definitive Proxy Statement filed with the U.S. Securities and Exchange Commission on March 17, 2020.
Proposal 1: Election of four directors to serve a one-year term expiring at the 2021 annual meeting of stockholders and until their successors are duly elected and qualified:
Nominee
 
Votes For
 
Votes Against
 
Abstentions
 
Broker Non-Votes
Rex D. Geveden
 
89,598,309

 
175,056

 
34,988

 
2,348,184

Leland D. Melvin
 
89,570,367

 
171,304

 
66,682

 
2,348,184

Robert L. Nardelli
 
89,463,125

 
305,398

 
39,290

 
2,348,184

Barbara A. Niland
 
89,505,417

 
265,240

 
37,696

 
2,348,184

Proposal 2: Advisory vote to approve the 2019 compensation of our named executive officers:
Votes For
 
Votes Against
 
Abstentions
 
Broker Non-Votes
88,866,210
 
812,168
 
129,975
 
2,348,184
Proposal 3: Ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the year ending December 31, 2020:
Votes For
 
Votes Against
 
Abstentions
91,421,694
 
694,440
 
40,403
Proposal 4: Approval of the BWX Technologies, Inc. 2020 Omnibus Incentive Plan:
Votes For
 
Votes Against
 
Abstentions
 
Broker Non-Votes
82,130,965
 
7,632,816
 
44,572
 
2,348,184





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.
 
 
BWX TECHNOLOGIES, INC.
 
 
 
 
By:
 
 
 
 
 
Thomas E. McCabe
 
 
 
Senior Vice President, General Counsel, Chief Compliance Officer and Secretary

May 1, 2020