Edgar Filing: CECO ENVIRONMENTAL CORP

Date: May 16, 2014

CECO Environmental Corp.

/s/ Edward J. Prajzner

Edward J. Prajzner

Chief Financial Officer and Secretary

8-K

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 15, 2014

CECO Environmental Corp.

(Exact Name of registrant as specified in its charter)

Delaware

(State or other jurisdiction

of in corporation)

000-7099

(Commission

File Number)

13-2566064

(IRS Employer

Identification No.)


4625 Red Bank Road Cincinnati, OH		45227
4625 Red Bank Road Cincinnati, OH		45227
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (513) 458-2600

(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.

On May 15, 2014 CECO Environmental Corp., (the “Company”), held its 2014 Annual Meeting of Stockholders, the (“Annual Meeting”). At the Annual Meeting, stockholders of the Company considered: 1) the election of the eight director nominees named in the proxy statement; 2) the ratification of the independent registered public accounting firm for fiscal 2014; and 3) an advisory vote to approve the named executive officer compensation. The voting results at the Annual Meeting with respect to each of the matters described above, were as follows:

1.	The eight director nominees named in the proxy statement and standing for election were elected based upon the following votes:


DIRECTOR NOMINEE	FOR		WITHHELD		BROKER NON-VOTE

Arthur Cape		17,100,495		265,684		6,246,039

Jason DeZwirek		13,555,003		3,811,176		6,246,039

Eric M. Goldberg		17,079,373		286,805		6,246,039

Jeffrey Lang		14,362,195		3,003,083		6,246,039

Lynn J. Lyall		17,146,025		220,154		6,246,039

Jonathan Pollack		13,036,299		4,329,879		6,246,039

Seth Rudin		17,091,291		274,887		6,246,039

Donald A. Wright		16,906,215		459,964		6,246,039

2.	The appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for fiscal 2014 was ratified as follows:


FOR		AGAINST		ABSTAIN

	23,520,813		64,234		27,171

3.	The Company’s named executive officer compensation was approved on an advisory basis as follows:


FOR		AGAINST		ABSTAIN		BROKER NON-VOTES

	16,941,657		315,764		108,758		6,246,039

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.