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

 

February 18, 2014

Date of Report (date of earliest event reported)

 

Cubic Corporation

(Exact name of registrant as specified in its charter)

 

Delaware
(State of incorporation or organization)

 

1-8931
(Commission File No.)

 

95-1678055
(I.R.S. Employer Identification No.)

 

9333 Balboa Avenue
San Diego, California
(Address of principal executive offices)

 

92123
(Zip Code)

 

Registrant’s telephone number, including area code: (858) 277-6780

 

N/A

(Former name or former address, if changed since 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:

 

o                                    Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o                                    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o                                    Pre-commencement communications pursuant to Rule 14-d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)).

 

o                                    Pre-commencement communications pursuant to Rule 13-e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)).

 

 

 



 

Item 5.07 Submission of Matters to a Vote of Security Holders.

 

Cubic Corporation (the “Company”) held its annual meeting of shareholders on February 18, 2014.  The Company’s shareholders voted on the following proposals and cast their votes as follows:].

 

[The final vote results are as follows:]

 

1.  Election of Directors

 

Nominee for Director

 

For

 

Against

 

Withheld

 

Walter C. Zable

 

22,448,204

 

0

 

463,318

 

Bruce G. Blakley

 

22,682,234

 

0

 

229,288

 

William W. Boyle

 

22,842,935

 

0

 

68,587

 

Edwin A. Guiles

 

22,682,336

 

0

 

229,186

 

Robert S. Sullivan

 

22,488,963

 

0

 

422,559

 

John H. Warner, Jr.

 

18,279,172

 

0

 

4,632,350

 

 

In accordance with the above results, each nominee was elected to serve as a director.

 

 

 

For

 

Against

 

Abstain

 

Broker
Non-Votes

 

2. To approve, on an advisory basis, the compensation of the Company’s executive officers

 

22,302,134

 

563,511

 

45,877

 

1,528,257

 

 

In accordance with the above results, the compensation of the Company’s executive officers was approved on an advisory basis.

 

 

 

For

 

Against

 

Abstain

 

3. To confirm the appointment of Ernst & Young LLP as independent public accountants of the Company for fiscal year 2014

 

24,271,166

 

150,598

 

18,015

 

 

In accordance with the above results, the appointment of Ernst & Young LLP was approved.

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: February 19, 2014

CUBIC CORPORATION

 

 

 

 

By:

/s/ James R. Edwards

 

Name:

James R. Edwards

 

Title:

Senior Vice President,

 

 

General Counsel & Secretary

 

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