UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): August 7, 2012

 

 

Eagle Materials Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware		1-12984		75-2520779
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)
3811 Turtle Creek Blvd., Suite 1100, Dallas, Texas				75219
(Address of principal executive offices)				(Zip code)

Registrant’s telephone number including area code: (214) 432-2000

Not Applicable

(Former name or former address if changed from last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨	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-4(c))

 

 

 

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Item 5.07.

Submission of Matters to a Vote of Security Holders.

The Company held its Annual Meeting of Stockholders on August 7, 2012. At the Annual Meeting, F. William Barnett, Ed H. Bowman and David W. Quinn were elected to the Board of Directors by the holders of the Company’s Common Stock, par value $0.01 per share, to serve until the 2015 Annual Meeting of Stockholders. The Company’s stockholders also approved an advisory resolution regarding the compensation of the Company’s named executive officers, as well as the expected appointment by the Company’s Board of Directors of Ernst & Young LLP as the Company’s independent auditors for the fiscal year ending March 31, 2013. Voting results for the director nominees and the other proposals are summarized as follows:

Election of Class III Directors

 

		Number of Shares of Common Stock
Director Nominee		For				Against				Abstain				Broker Non-Votes
F. William Barnett			36,185,249				491,697				3,864				4,456,147
Ed H. Bowman			35,556,812				1,120,134				3,864				4,456,147
David W. Quinn			35,918,416				758,530				3,864				4,456,147

Robert L. Clarke and Steven R. Rowley continue to serve as directors with a term expiring in 2013. Laurence E. Hirsch, Michael R. Nicolais and Richard R. Stewart continue to serve as directors with a term expiring in 2014.

Approval of an advisory resolution regarding the compensation of the Company’s named executive officers

 

Number of Shares of Common Stock
For		Against				Abstain				Broker Non- Votes
27,401,177			9,265,019				14,614				4,456,147

Approval of Ernst & Young LLP as the Independent Auditors

 

Number of Shares of Common Stock
For		Against				Abstain				Broker Non- Votes
40,708,481			425,012				3,464				0

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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 hereunto duly authorized.

 

Date: August 9, 2012