Current Report Filing (8-k)
June 07 2019 - 3:32PM
Edgar (US Regulatory)
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
7, 2019 (June 5, 2019)
VISTEON CORPORATION
(Exact name of registrant as specified in its charter)
|
|
|
|
|
Delaware
|
|
1-15827
|
|
38-3519512
|
(State or other jurisdiction
of incorporation)
|
|
(Commission
File Number)
|
|
(IRS Employer
Identification No.)
|
|
|
One Village Center Drive, Van Buren Township, Michigan
|
|
48111
|
(Address of principal executive offices)
|
|
(Zip Code)
|
Registrants telephone number, including area code
(800)-VISTEON
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 communication 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, par value $0.01 per share
|
|
VC
|
|
The NASDAQ Stock Market LLC
|
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. ☐
SECTION 5 CORPORATE GOVERNANCE AND MANAGEMENT
Item 5.07 Submission of Matters to a Vote of Security
(a) The annual meeting of stockholders of the Company was held on June 5, 2019.
(b) At the annual meeting, the stockholders elected the Companys ten nominees for director to serve for a
one-year
term beginning at the 2019 annual meeting and expiring at the 2020 annual meeting of stockholders. The stockholders also ratified the appointment of Ernst & Young LLP as the Companys
independent registered public accounting firm for fiscal year 2019 and approved the Companys executive compensation. The final voting results are set forth below.
|
(1)
|
Election of directors (majority voting):
|
|
|
|
|
|
|
|
|
|
Nominee
|
|
Shares For
|
|
Shares Against
|
|
Shares Abstain
|
|
Broker Non-Votes
|
James J. Barrese
|
|
25,548,887
|
|
77,717
|
|
29,886
|
|
767,237
|
Naomi M. Bergman
|
|
25,549,574
|
|
77,404
|
|
29,512
|
|
767,237
|
Jeffrey D. Jones
|
|
25,202,256
|
|
424,003
|
|
30,231
|
|
767,237
|
Sachin S. Lawande
|
|
25,548,340
|
|
78,366
|
|
29,784
|
|
767,237
|
Joanne M. Maguire
|
|
25,549,511
|
|
77,454
|
|
29,525
|
|
767,237
|
Robert J. Manzo
|
|
25,546,293
|
|
80,423
|
|
29,774
|
|
767,237
|
Francis M. Scricco
|
|
25,549,038
|
|
77,678
|
|
29,774
|
|
767,237
|
David L. Treadwell
|
|
25,150,501
|
|
476,202
|
|
29,787
|
|
767,237
|
Harry J. Wilson
|
|
25,202,387
|
|
424,215
|
|
29,888
|
|
767,237
|
Rouzbeh Yassini-Fard
|
|
25,548,245
|
|
78,249
|
|
29,996
|
|
767,237
|
|
(2)
|
Ratification of the appointment of Ernst & Young LLP:
|
|
|
|
|
|
|
|
Shares For
|
|
Shares Against
|
|
Shares Abstain
|
|
Broker Non-Votes
|
26,278,553
|
|
113,756
|
|
31,418
|
|
N/A
|
|
(3)
|
Provide advisory approval of the Companys executive compensation:
|
|
|
|
|
|
|
|
Shares For
|
|
Shares Against
|
|
Shares Abstain
|
|
Broker Non-Votes
|
21,721,569
|
|
3,802,118
|
|
132,803
|
|
767,237
|
- 2 -
SECTION 8 OTHER EVENTS
Item 8.01. Other Events.
On June 5, 2019, the
Board of Directors of the Company
re-appointed
Mr. Francis M. Scricco as the
non-executive
Chairman of the Board of the Company.
- 3 -
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.
|
|
|
|
|
|
|
|
|
|
|
|
|
VISTEON CORPORATION
|
|
|
|
|
Date: June 7, 2019
|
|
|
|
By:
|
|
/s/ Brett D. Pynnonen
|
|
|
|
|
|
|
Brett D. Pynnonen
|
|
|
|
|
|
|
Senior Vice President and General Counsel
|
Visteon (NASDAQ:VC)
Historical Stock Chart
From Jun 2024 to Jul 2024
Visteon (NASDAQ:VC)
Historical Stock Chart
From Jul 2023 to Jul 2024