Business Context and Reporting Period
Company: Flowserve Corporation
Filing Type: Form 8-K (Current Report)
Date of Report: May 17, 2012
Event: 2012 Annual Meeting of Shareholders and Dividend Record Date Clarification
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on corporate governance voting results and dividend administration.
Material Changes and Voting Results
Shareholders voted on five items at the Annual Meeting. All proposals were approved, and all director nominees were elected. Key voting statistics include:
- Attendance: 49,108,724 shares present (89.85% of outstanding shares).
- Director Elections: All four nominees (Mark A. Blinn, Roger L. Fix, David E. Roberts, James O. Rollans) were elected with significant majorities.
- Executive Compensation: Advisory vote approved with 43,047,889 votes FOR vs. 986,319 AGAINST.
- Charter Amendment (Board Structure): Approved to eliminate the classified board structure, moving to annual elections starting in 2013. Votes: 45,729,585 FOR vs. 82,435 AGAINST.
- Charter Amendment (Special Meetings): Approved to grant shareholders holding 25% of stock for one year the right to call a special meeting. Votes: 45,761,192 FOR vs. 59,089 AGAINST.
- Auditor Ratification: PricewaterhouseCoopers LLP was ratified with 48,676,007 votes FOR.
Guidance, Outlook, and Dividend Information
Dividend Declaration: The Board declared a quarterly dividend of $0.36 per share, payable on July 13, 2012.
Record Date Clarification: While initially stated as June 30, 2012, the effective record date is adjusted to the close of business on Friday, June 29, 2012, as June 30 falls on a Saturday.
Investor Verification Checklist
- Verify the adjusted dividend record date of June 29, 2012, to ensure eligibility for the $0.36 per share payment.
- Confirm the implementation timeline for the annual election of directors beginning in 2013 following the charter amendment.
- Review the specific terms of the new shareholder right to call special meetings (25% ownership threshold for one year).