Curtiss-Wright Corp. 8-K Summary
Business Context and Reporting Period
This Form 8-K Current Report was filed by Curtiss-Wright Corporation on May 7, 2010, covering events occurring on May 7, 2010, and May 11, 2010. The filing details the results of the Annual Meeting of Stockholders and the payout of a performance share plan to senior officers.
Key Financial Metrics
The filing does not provide revenue, profit, cash flow, margin, debt, or liquidity metrics. It focuses exclusively on corporate governance and executive compensation events.
Material Changes and Events
Executive Compensation Payout
On May 11, 2010, the Company made a payout under the 2006 Performance Share Plan (PSP) covering the 2007-2009 performance period. The payout percentages ranged from 83.50% to 92.78% of target values for the following officers:
- Martin R. Benante (CEO): 83.50% payout (4,775 shares).
- Glenn E. Tynan (CFO): 83.50% payout (4,469 shares).
- Michael J. Denton (General Counsel): 83.50% payout (3,710 shares).
- David C. Adams (Co-COO): 92.78% payout (5,099 shares).
- David J. Linton (Co-COO): 85.73% payout (5,190 shares).
Annual Meeting Results
The Annual Meeting held on May 7, 2010, resulted in the following:
- Director Elections: All nine nominees were elected. Votes "For" ranged from approximately 35.7 million to 37.9 million, with "Withheld" votes ranging from approximately 600,000 to 2.8 million.
- Auditor Ratification: Deloitte & Touche LLP was ratified as the independent registered public accounting firm for 2010 (41.2 million For vs. 84,517 Against).
- Compensation Plan Amendment: An amendment to the 2005 Omnibus Long-Term Incentive Plan was approved (31.6 million For vs. 6.2 million Against).
Guidance, Outlook, and Risks
The filing text does not provide financial guidance, outlook, management commentary on future operations, or specific risk factors. It is a procedural report of shareholder votes and compensation settlements.
Key Facts for Investor Verification
- Verify the specific terms of the 2005 Omnibus Long-Term Incentive Plan amendment approved by shareholders.
- Confirm the performance metrics used to calculate the 2007-2009 PSP payout percentages for executive officers.
- Review the full Proxy Statement dated March 26, 2010, for detailed biographical information on the elected directors and the rationale for the auditor ratification.