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): December 6, 2012 (December 5, 2012)

 

 

HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED

(Exact Name of Registrant as Specified in Charter)

 

 

 

Delaware		001-09764		11-2534306
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

400 Atlantic Street, Suite 1500

Stamford, CT 06901

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (203) 328-3500

 

 

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))

 

 

 

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Item 5.07.

Submission of Matters to a Vote of Security Holders.

On December 5, 2012, Harman International Industries, Incorporated (the “Company”) held its 2012 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, stockholders considered the following proposals:

 

•

the election of the six director nominees named in the Company’s 2012 Proxy Statement (the “Proxy Statement”);

 

•

the ratification of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2013; and

 

•

an advisory resolution to approve the compensation of the Company’s named executive officers.

The results of the matters voted on by the stockholders are set forth below. Only stockholders of record as of the close of business on October 8, 2012 were entitled to vote at the Annual Meeting. As of the record date, 67,815,343 shares of common stock were outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting, 63,110,031 shares of common stock of the Company were represented, in person or by proxy, constituting a quorum.

1. The Company’s stockholders elected the six director nominees named in the Proxy Statement with the following votes:

 

		FOR				AGAINST				ABSTAIN				BROKER NON-VOTES
Dr. Jiren Liu			53,327,380				7,038,838				43,085				2,700,728
Edward H. Meyer			58,241,870				2,125,017				42,416				2,700,728
Dinesh C. Paliwal			58,890,756				1,501,298				17,249				2,700,728
Hellene S. Runtagh			58,816,678				1,551,635				40,990				2,700,728
Frank Sklarsky			60,016,350				349,670				43,283				2,700,728
Gary G. Steel			58,733,806				1,632,869				42,628				2,700,728

2. The Company’s stockholders ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2013 with the following votes:

 

FOR		AGAINST		ABSTAIN
62,409,423		683,205		17,403

3. The Company’s stockholders approved the advisory resolution to approve the compensation of the Company’s named executive officers with the following votes:

 

FOR		AGAINST		ABSTAIN		BROKER NON-VOTES
34,322,993		25,462,815		623,495		2,700,728

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SIGNATURE

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.

 

Date: December 6, 2012