8-KShareholder Matters

AMETEK INC/ 8-K Report, Shareholder Vote Results (May 5, 2011)

Filed May 5, 2011For Securities:AME

Summary

This Form 8-K reports on the outcomes of AMETEK, Inc.'s (AME) Annual Meeting of Stockholders held on May 3, 2011. The primary focus is on the voting results for several key corporate governance matters. Investors can take note of the strong support for the election of directors, the approval of the 2011 Omnibus Incentive Compensation Plan, and the advisory approval of executive compensation. Furthermore, the filing indicates that stockholders overwhelmingly supported holding an advisory vote on executive compensation on an annual basis, a practice the Board of Directors has committed to implementing. The appointment of Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2011, was also ratified by a significant majority, reinforcing confidence in the company's financial oversight.

Key Highlights

  • 1AMETEK, Inc. held its Annual Meeting of Stockholders on May 3, 2011.
  • 2All nominated directors, including Anthony J. Conti and Frank S. Hermance, were elected to the Board of Directors with substantial 'For' votes.
  • 3The AMETEK, Inc. 2011 Omnibus Incentive Compensation Plan was approved by stockholders.
  • 4Stockholders provided advisory approval for the compensation of certain executive officers.
  • 5An advisory vote on the frequency of executive compensation votes was held, with 'One Year' receiving the majority of votes.
  • 6The Board of Directors will implement an annual advisory vote on executive compensation.
  • 7The appointment of Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2011, was ratified.

Frequently Asked Questions

The main governance items voted on included the election of directors, the approval of the 2011 Omnibus Incentive Compensation Plan, an advisory vote on executive compensation, an advisory vote on the frequency of executive compensation votes, and the ratification of the independent registered public accounting firm.

Yes, the AMETEK, Inc. 2011 Omnibus Incentive Compensation Plan was approved by the stockholders, with 121,469,496 votes in favor.

The stockholders approved, on an advisory (non-binding) basis, the compensation of certain executive officers with 122,665,689 votes in favor.

Following the stockholder vote, the Board of Directors determined to implement an annual advisory vote on executive compensation.