8-KLeadership ChangesShareholder Matters

CURTISS WRIGHT CORP 8-K Report, Executive Changes (May 8, 2012)

Filed May 8, 2012For Securities:CW

Summary

This Form 8-K filing from Curtiss-Wright Corporation (CW) on May 8, 2012, primarily details the outcomes of the company's Annual Meeting of Stockholders held on May 4, 2012, and reports on performance share payouts to key executives. The meeting saw the re-election of all director nominees, indicating strong shareholder confidence in the current board. Additionally, shareholders overwhelmingly ratified the appointment of Deloitte & Touche LLP as the independent registered public accounting firm for 2012, a standard but crucial governance item. The advisory vote on executive compensation also passed, suggesting general shareholder approval of the compensation practices for named executive officers. The filing also discloses performance share unit (PSU) payouts for the 2009-2011 performance period for several top executives, including the CEO and CFO. These payouts reflect the company's performance over the specified period, with actual payouts generally ranging between 74% and 84% of the target amounts. Investors can view these payouts as an indicator of executive performance and alignment with company results during that timeframe.

Key Highlights

  • 1Annual Meeting of Stockholders held on May 4, 2012, with results reported.
  • 2All director nominees were elected, indicating shareholder support for the current board.
  • 3Ratification of Deloitte & Touche LLP as the independent registered public accounting firm for 2012 was overwhelmingly approved.
  • 4Advisory vote to approve executive compensation for named executive officers was approved.
  • 5Performance Share Payouts (PSP) were made to key executives for the 2009-2011 performance period.
  • 6Payouts for the 2009-2011 performance period ranged from 74% to 84% of target for reported executives.

Frequently Asked Questions

The main purpose of this Form 8-K filing was to report the results of Curtiss-Wright Corporation's Annual Meeting of Stockholders held on May 4, 2012, and to disclose performance-based compensation payouts made to certain executive officers.

Yes, all listed director nominees were elected at the Annual Meeting of Stockholders, with a significant majority of votes cast in favor of each nominee.

The performance share payouts indicate how the company's performance during the 2009-2011 period translated into compensation for its top executives. The actual payout percentages, ranging from 74% to 84% of the target, provide insight into the achievement of performance goals set for that period.

Shareholders approved, on an advisory basis, the compensation paid to the company's named executive officers, with a majority of votes cast in favor of the resolution.