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): | May 2, 2014 |
Penske Automotive Group, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)
| Delaware | 1-12297 | 22-3086739 |
|
_____________________ (State or other jurisdiction |
_____________ (Commission |
______________ (I.R.S. Employer |
| of incorporation) | File Number) | Identification No.) |
| 2555 Telegraph Road, Bloomfield Hills, Michigan | 48302 | |
|
_________________________________ (Address of principal executive offices) |
___________ (Zip Code) |
| Registrant’s telephone number, including area code: | 248-648-2500 |
Not Applicable
______________________________________________
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:
[ ] 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)
[ ] 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.
Our 2014 Annual Meeting of Stockholders was held on May 2, 2014. At the Annual Meeting, the stockholders cast their votes as set forth below.
Proposal 1
The twelve director nominees named in our proxy statement were elected, each for a term expiring at the next Annual Meeting of Stockholders or until their successors are duly elected and qualified, based upon the following votes:
| NOMINEE | FOR | WITHHELD | NON-VOTES | |||||||||
John D. Barr |
72,097,732 | 11,157,246 | 3,240,876 | |||||||||
Michael R. Eisenson |
71,989,925 | 11,265,053 | 3,240,876 | |||||||||
Robert H. Kurnick, Jr. |
81,699,843 | 1,555,135 | 3,240,876 | |||||||||
William J. Lovejoy |
83,090,177 | 164,801 | 3,240,876 | |||||||||
Kimberly J. McWaters |
80,747,378 | 2,507,600 | 3,240,876 | |||||||||
Yoshimi Namba |
81,668,816 | 1,586,162 | 3,240,876 | |||||||||
Lucio A. Noto |
80,438,696 | 2,816,282 | 3,240,876 | |||||||||
Greg Penske |
81,681,414 | 1,573,564 | 3,240,876 | |||||||||
Roger S. Penske |
81,974,637 | 1,280,341 | 3,240,876 | |||||||||
Sandra E. Pierce |
82,846,644 | 408,334 | 3,240,876 | |||||||||
Ronald G. Steinhart |
72,108,730 | 11,146,248 | 3,240,876 | |||||||||
H. Brian Thompson |
76,858,599 | 6,396,379 | 3,240,876 | |||||||||
Proposal 2
The proposal to ratify the selection of Deloitte & Touche LLP as our independent registered public accounting firm for 2014 was approved based upon the following votes:
| FOR | AGAINST | ABSTAIN | NON-VOTES | |||||||||
85,708,037
|
742,629 | 45,188 | 0 | |||||||||
Proposal 3
The proposal to approve, on an advisory basis, our executive compensation was approved based upon the following votes:
| FOR | AGAINST | ABSTAIN | NON-VOTES | |||||||||
82,452,426
|
124,351 | 678,201 | 3,240,876 | |||||||||
Item 8.01 Other Events.
On May 2, 2014, we announced that our Board of Directors has approved a quarterly dividend in the amount of $0.19 per share payable June 2, 2014 to shareholders of record as of May 12, 2014, as discussed more fully in the press release incorporated herein and attached hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
99.1 Press Release.
SIGNATURES
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.
| Penske Automotive Group, Inc. | ||||
| May 2, 2014 | By: |
/s/ Shane M. Spradlin
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| Name: Shane M. Spradlin | ||||
| Title: Executive Vice President | ||||
Exhibit Index
| Exhibit No. | Description | |
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99.1
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Press Release |