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 23, 2019


ANIXTER INTERNATIONAL INC.
(Exact name of registrant as specified in its charter)

Delaware
 
94-1658138
(State or other jurisdiction of
incorporation or organization)
 
(I.R.S. Employer
Identification No.)

    
Commission File Number: 001-10212

2301 Patriot Blvd.
Glenview, Illinois 60026
(224) 521-8000
(Address and telephone number of principal executive offices)





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 communications 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 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
 
 
 
Emerging Growth Company
o


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. o

 







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

The annual meeting of stockholders was held on May 23, 2019. In connection with the meeting, proxies were solicited pursuant to the Securities Exchange Act of 1934. The following are the voting results on proposals considered and voted upon at the meeting, all of which were described in the Company’s 2019 Proxy Statement filed on April 18, 2019.


(1) The Directors of the Company were elected as follows:

 
VOTES
 
FOR
 
AGAINST
 
ABSTAIN
 
BROKER
NON-VOTES
Lord James Blyth
28,749,914

 
1,665,362

 
22,258

 
1,490,242

Frederic F. Brace
29,694,484

 
720,630

 
22,420

 
1,490,242

Linda Walker Bynoe
28,823,861

 
1,592,156

 
21,517

 
1,490,242

Robert J. Eck
29,974,969

 
440,050

 
22,515

 
1,490,242

William A. Galvin
29,976,919

 
438,108

 
22,507

 
1,490,242

F. Philip Handy
28,675,195

 
1,740,256

 
22,083

 
1,490,242

Melvyn N. Klein
28,582,536

 
1,832,906

 
22,092

 
1,490,242

Jamie Moffitt
30,262,476

 
151,715

 
23,343

 
1,490,242

George Muñoz
29,136,216

 
1,278,804

 
22,514

 
1,490,242

Scott R. Peppet
30,231,802

 
182,820

 
22,912

 
1,490,242

Valarie L. Sheppard
29,459,071

 
957,341

 
21,122

 
1,490,242

William S. Simon
30,329,368

 
85,098

 
23,068

 
1,490,242

Charles M. Swoboda
30,335,977

 
78,890

 
22,667

 
1,490,242

Samuel Zell
28,087,666

 
2,328,146

 
21,722

 
1,490,242


(2) An advisory proposal on the compensation of the Company’s named executive officers was approved by a vote of 30,086,518 shares “for” and 330,874 shares “against” with 20,142 shares abstaining. There were 1,490,242 broker non-votes.

(3) The stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent auditors for the fiscal year 2019 by a vote of 31,007,897 shares “for” and 905,157 shares “against” with 14,722 shares abstaining.









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, thereunto duly authorized.


 
ANIXTER INTERNATIONAL INC.
 
 
May 23, 2019
By:  /s/ Theodore A. Dosch  
 
Theodore A. Dosch
 
Executive Vice President - Finance
 
and Chief Financial Officer