UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): May 18, 2011
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DREW INDUSTRIES INCORPORATED
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(Exact name of registrant as specified in its charter)
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Delaware
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0-13646
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13-3250533
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(State or other jurisdiction
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(Commission File Number)
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(I.R.S. Employer
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of incorporation)
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Identification No.)
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200 Mamaroneck Avenue, White Plains, New York
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10601
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(Address of principal executive offices)
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(Zip Code
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Registrant's telephone number, including area code:
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(914) 428-9098
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N/A
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(Former name or former address, if changed since last report)
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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 (see General Instruction A.2. below):
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o
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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o
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Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12)
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o
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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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
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Submission of Matters to a Vote of Security Holders.
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The Annual Meeting of Stockholders of Drew Industries Incorporated was held on May 18, 2011. The total shares outstanding on the record date, March 22, 2011, were 22,069,226. The total shares voted at the meeting in person or by proxy were 20,821,110. The following matters were voted upon:
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(1)
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To elect a Board of eight Directors;
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For
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Withheld
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Broker Non-Votes
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Leigh J. Abrams
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19,554,953 | 468,680 | 797,477 | |||||||||
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Edward W. Rose, III
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18,173,215 | 1,850,418 | 797,477 | |||||||||
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Fredric M. Zinn
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19,663,328 | 360,305 | 797,477 | |||||||||
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Jason D. Lippert
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18,261,814 | 1,761,819 | 797,477 | |||||||||
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James F. Gero
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18,153,149 | 1,870,484 | 797,477 | |||||||||
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Frederick B. Hegi, Jr.
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18,203,496 | 1,820,137 | 797,477 | |||||||||
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David A. Reed
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18,205,187 | 1,818,446 | 797,477 | |||||||||
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John B. Lowe, Jr.
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18,203,588 | 1,820,045 | 797,477 | |||||||||
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(2)
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To approve the Drew Industries Incorporated 2002 Equity Award and Incentive Plan as Amended and Restated:
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For
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Against
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Abstain
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Broker Non-Votes
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| 16,382,246 | 3,637,437 | 3,950 | 797,477 | |||||||||||
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(3)
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To approve, in advisory and non-binding vote, the compensation of the named executive officers:
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For
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Against
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Abstain
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Broker Non-Votes
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| 19,936,428 | 66,643 | 20,562 | 797,477 | |||||||||||
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(4)
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To recommend, in advisory and non-binding vote, the frequency of vote to approve the compensation of the named executive officers:
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1 Year
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2 Years
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3 Years
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Abstain
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Broker Non-Votes
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| 18,147,480 | 3,377 | 1,855,287 | 17,489 | 797,477 | ||||||||||||||
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(5)
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To ratify the selection of KPMG LLP as independent auditors for the year ending December 31, 2011:
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For
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Against
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Abstain
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| 20,696,642 | 123,921 | 547 | ||||||||
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(6)
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To transact such other business as may properly come before the meeting or any adjournment or postponement thereof:
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For
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Against
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Abstain
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| 6,499,305 | 14,246,586 | 75,219 | ||||||||
2
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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DREW INDUSTRIES INCORPORATED
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(Registrant)
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By:
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/s/ Joseph S. Giordano III | |
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Joseph S. Giordano III
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Chief Financial Officer and Treasurer
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Dated: May 19, 2011
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