8-K Shareholder Votes 050715


 
 
 
 
 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 13, 2015 (May 7, 2015)
 
 
 
 
COOPER-STANDARD HOLDINGS INC.
(Exact name of registrant as specified in its charter)
 
 
 
 
Delaware
 
000-54305
 
20-1945088
(State or other jurisdiction of
incorporation or organization)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification Number)
39550 Orchard Hill Place Drive, Novi, Michigan
 
48375
(Address of principal executive offices)
 
(Zip code)
Registrant’s telephone number, including area code (248) 596-5900
 
 
 
Check the appropriate box below in 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-4c))
 
 
 
 
 
 





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

The Annual Meeting of Stockholders of Cooper-Standard Holdings Inc. (the "Company") was held on May 7, 2015.  A total of 17,081,158 shares of common stock were eligible to vote at the Annual Meeting.  The matters voted on at the Annual Meeting were as follows:


1.   Election of Directors:

The following individuals were elected to the Board of Directors for a term of one year, expiring at the 2016 Annual Meeting of stockholders.

Name
 
Votes For
 
Withheld
 
Broker Non-Votes
 
 
 
 
 
 
 
Glenn R. August
 
15,024,051
 
152,769
 
252,270
Jeffrey S. Edwards
 
15,006,691
 
170,129
 
252,270
Sean O. Mahoney
 
15,008,782
 
168,038
 
252,270
David J. Mastrocola
 
15,008,782
 
168,038
 
252,270
Justin E. Mirro
 
15,051,387
 
125,433
 
252,270
Robert J. Remenar
 
15,051,387
 
125,433
 
252,270
Thomas W. Sidlik
 
14,767,035
 
409,785
 
252,270
Stephen A. Van Oss
 
15,000,725
 
176,095
 
252,270
The nominations were made by the Board of Directors and no other nominations were made by any stockholder.


2. Selection of Auditors:

The stockholders voted to ratify the appointment by the Company's Audit Committee of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2015.

Votes For
 
Votes Against
 
Abstentions
 
 
 
 
 
15,423,177
 
5,482
 
431










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 thereunto duly authorized.

 
 
Cooper-Standard Holdings Inc.
 
 
 
 
 
/s/ Aleksandra A. Miziolek
Name:
 
Aleksandra A. Miziolek
Title:
 
Senior Vice President, General Counsel
and Secretary
 
Dated: May 13, 2015