UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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
Pursuant To Section 13 OR 15(d) of The Securities Exchange Act of 1934
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(Exact name of registrant as specified in its charter)
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(State or other jurisdiction
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Trading Symbol
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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.
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[
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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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))
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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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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405)
or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company [
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any
new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
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Item 5.07 Submission of a Matter to a Vote of Security Holders.
On May 17, 2023, Minerals Technologies Inc. (the “Company”) held its Annual Meeting of Shareholders. A total of 31,655,882 shares were represented in
person or by proxy at the meeting, or 97.27% of the eligible voting shares. The matters voted upon and the final results of the vote were as follows:
Proposal 1. The nominees for election to the Board
of Directors named in the Company’s 2023 Proxy Statement were elected for three-year terms based upon the following votes:
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Nominee
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Votes For
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Votes
Against |
Votes
Abstained |
Broker
Non-Votes |
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Joseph C. Breunig
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30,052,798
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1,403,166
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7,166
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192,752
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Alison A. Deans
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26,101,865
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5,355,635
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5,630
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192,752
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Franklin L. Feder
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31,021,504
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432,208
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9,418
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192,752
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Proposal 2. The proposal to ratify the appointment
of KPMG LLP as the independent registered public accounting firm of the Company for the 2023 fiscal year received the following votes:
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Votes For
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Votes Against
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Votes Abstained
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31,227,465
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423,798
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4,619
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Proposal 3. The proposal to approve, on an advisory basis, the 2022 compensation of the Company’s named executive officers received the following votes:
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Votes For
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Votes Against
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Votes Abstained
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Broker Non-Votes
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25,377,515
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6,072,694
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12,921
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192,752
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Proposal 4. The advisory vote to approve the frequency of future executive compensation votes received the following votes:
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For 1 Year
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For 2 Years
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For 3 Years
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Votes Abstained
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Broker Non-Votes
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28,764,350
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2,198
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2,673,628
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22,954
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192,752
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Based upon the results above, and consistent with the recommendation of the Company’s Board of Directors, the Company has determined that it will continue
to be the Company’s policy to include an advisory vote on executive compensation in its future proxy materials every year until the next shareholder vote on the frequency of these votes.
Item 8.01 Other Events
On May 16, 2023, the Company’s Board of Directors declared a regular
quarterly dividend of $0.05 per share on the Company's common stock. The dividend is payable on June 15, 2023 to the stockholders of record on June 1, 2023. A copy of the press release announcing the dividend declaration is attached hereto as
Exhibit 99.1 and incorporated by reference herein.
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Item 9.01
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Financial Statements and Exhibits.
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(d)
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Exhibits
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99.1
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104
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Cover Page Interactive Data File (formatted as inline XBRL)
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SIGNATURES
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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.
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MINERALS TECHNOLOGIES INC.
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(Registrant)
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By:
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/s/ Timothy J. Jordan
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Name:
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Timothy J. Jordan
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Title:
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Vice President, General Counsel, Secretary and Chief Compliance Officer
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Date: May 19, 2023
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Exhibit 99.1
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News Release
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Investor Contact:
Lydia Kopylova, (212) 878-1831
Media Contact:
Jennifer Albert, (212) 878-1840
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For Immediate Release
May 16, 2023
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NEW YORK, May 16, 2023 – Minerals Technologies Inc. (NYSE: MTX) (“MTI” or “the Company”) today declared a regular quarterly dividend of $0.05 per share on the
Company’s common stock. The dividend is payable on June 15, 2023, to stockholders of record on June 1, 2023.
About Minerals Technologies Inc.
New York-based Minerals Technologies Inc. (MTI) is a leading, technology-driven specialty minerals company that develops,
produces, and markets a broad range of mineral and mineral-based products, related systems, and services. MTI serves globally a wide range of consumer and industrial markets, including household, food and pharmaceutical, paper, packaging, automotive,
construction, and environmental. The company reported global sales of $2.1 billion in 2022. For further information, please visit our website at www.mineralstech.com.
(MTI-D)
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