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):
February
4, 2011
Rockwell Collins,
Inc.
(Exact
name of registrant as specified in its charter)
Delaware
|
001-16445
|
52-2314475
|
(State
or other jurisdiction
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(Commission
File Number)
|
(IRS
Employer
|
of
incorporation or organization)
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Identification
No.)
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400
Collins Road NE, Cedar Rapids, Iowa
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52498
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(Address
of principal executive offices)
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(Zip
Code)
|
Registrant's
telephone number, including area code: (319) 295-1000
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)
|
[ ]
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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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INFORMATION
TO BE INCLUDED IN THE REPORT
Item
5.07. Submission of Matters to a Vote of Security Holders.
At the
Company’s 2011 Annual Meeting of Shareowners on February 4, 2011, of the
155,083,899 shares outstanding and entitled to vote, 134,242,758 shares were
represented, constituting a quorum. The final results for each of the
matters submitted to a vote of shareowners at the Annual Meeting are as
follows:
Proposal No.
1: All of the board’s nominees for director were elected to
serve until the Company’s 2014 Annual Meeting or until their respective
successors are elected and qualified, by the votes set forth in the table
below:
Nominee
|
For
|
Against
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Broker
Non-Votes
|
C.
A. Davis
|
108,559,237
|
3,740,328
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21,943,192
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R.
E. Eberhart
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109,140,644
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3,158,921
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21,943,192
|
D.
Lilley
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108,673,633
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3,625,932
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21,943,192
|
Proposal No.
2: The shareowners approved, on an advisory (non-binding)
basis, the compensation of certain executive officers and related disclosures,
by the votes set forth in the table below:
For
|
Against
|
Abstain
|
Broker
Non-Votes
|
106,967,141
|
3,881,730
|
1,450,693
|
21,943,192
|
Proposal No.
3: The shareowners voted, on an advisory (non-binding) basis,
for frequency of the holding of an advisory (non-binding) vote on executive
compensation as set forth in the table below:
Every
Year
|
Every
Two Years
|
Every
Three Years
|
Abstain/Broker
Non-Votes
|
67,191,635
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2,787,694
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40,088,001
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24,175,426
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Proposal No.4: The
appointment of Deloitte & Touche LLP as the Company’s auditors for fiscal
2011 was ratified by the shareowners, by the votes set forth in the table
below:
For
|
Against
|
Abstain
|
131,772,907
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1,692,804
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777,046
|
Signature
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.
ROCKWELL
COLLINS, INC.
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(Registrant)
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Dated: February
9, 2011
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By /s/ Gary R.
Chadick
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Gary R.
Chadick
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Senior Vice
President,
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General Counsel and
Secretary
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