laynechristensen_8k.htm
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): June 3, 2010
Layne Christensen
Company
(Exact Name of
Registrant as Specified in Charter)
| Delaware |
|
001-34195 |
|
48-0920712 |
| (State or Other Jurisdiction
of |
|
(Commission |
|
(I.R.S. Employer |
| Incorporation) |
|
File Number) |
|
Identification
No.) |
1900 Shawnee Mission Parkway
Mission Woods,
Kansas 66205
(Address of Principal
Executive Offices)
____________________
(913) 362-0510
(Registrant’s
telephone number, including area code)
____________________
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 CF$ 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))
ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
Layne Christensen Company (the “Company”) held its Annual Stockholders
Meeting on June 3, 2010. The stockholders considered and voted on three
proposals submitted for stockholder vote, each of which is described in detail
in the Company’s 2010 Proxy Statement. The following is a brief description of
the matters voted on at the Annual Stockholders Meeting and the final results of
such voting:
Proposal No. 1. Election of eight directors—David A.B. Brown,
J. Samuel Butler, Robert R. Gilmore, Anthony B. Helfet, Nelson Obus, Jeffrey J.
Reynolds, Rene J. Robichaud and Andrew B. Schmitt—to hold office for terms
expiring at the 2011 annual meeting of stockholders:
Final Results: The stockholders elected David A.B. Brown, J.
Samuel Butler, Robert R. Gilmore, Anthony B. Helfet, Nelson Obus, Jeffrey J.
Reynolds, Rene J. Robichaud and Andrew B. Schmitt as directors to hold office
for terms expiring at the 2011 annual meeting of stockholders and until their
successor is duly elected and qualified or until their earlier death,
retirement, resignation or removal.
|
|
|
For |
|
Withheld
Authority |
|
Broker Non
Votes |
| David A.B. Brown |
|
12,653,408 |
|
|
3,555,231 |
|
|
1,305,469 |
|
J. Samuel
Butler
|
|
15,742,551 |
|
|
466,088 |
|
|
1,305,469 |
| Robert R. Gilmore |
|
15,990,599 |
|
|
218,040 |
|
|
1,305,469 |
| Anthony B. Helfet |
|
12,646,110 |
|
|
3,562,529 |
|
|
1,305,469 |
| Nelson Obus |
|
12,656,357 |
|
|
3,552,282 |
|
|
1,305,469 |
| Jeffrey J. Reynolds |
|
16,045,061 |
|
|
163,578 |
|
|
1,305,469 |
| Rene J. Robichaud |
|
12,656,757 |
|
|
3,551,882 |
|
|
1,305,469 |
| Andrew B. Schmitt |
|
16,034,690 |
|
|
173,949 |
|
|
1,305,469 |
Proposal No. 2: Proposal to ratify the selection of the
accounting firm of Deloitte & Touche LLP as Layne Christensen Company’s
independent auditors for the fiscal year ended January 31, 2011:
Final Results: The stockholders ratified the appointment of
Deloitte & Touche LLP as the independent registered public accounting firm
of the Company for fiscal 2011.
|
|
|
For |
|
Against |
|
Abstain |
|
Broker Non
Votes |
| Deloitte & Touche LLP |
|
17,391,243 |
|
118,683 |
|
4,181 |
|
0 |
Proposal
No. 3: Stockholder
proposal regarding the preparation of a sustainability report:
Final Results: The stockholder proposal regarding the
preparation of a sustainability report has been approved by the stockholders.
|
|
|
For |
|
Against |
|
Abstain |
|
Broker Non
Votes |
| Stockholder Proposal |
|
8,705,732 |
|
5,724,527 |
|
1,778,379 |
|
1,305,469 |
No other matters were voted upon at the meeting.
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SIGNATURES
Pursuant to the requirements of the
Securities Exchange Act of 1934, as amended, the Registrant has duly caused this
report to be signed on its behalf by the undersigned hereunto duly authorized.
| |
Layne Christensen
Company |
| |
(Registrant) |
|
|
|
|
| |
|
|
| Date: June 7,
2010 |
By: |
/s/ Jerry W.
Fanska |
|
| |
|
Name: Jerry W. Fanska |
| |
|
Title: Senior Vice
President—Finance |
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