- Current report filing (8-K)
June 09 2011 - 5:05PM
Edgar (US Regulatory)
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): June 7, 2011.
AMERICAN RAILCAR INDUSTRIES,
INC.
(Exact name of registrant as
specified in its charter)
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North Dakota
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000-51728
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43-1481791
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(State or other Jurisdiction of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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100 Clark Street
St.
Charles, Missouri
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63301
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s telephone number,
including area code:
(636) 940-6000
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N/A
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(Former name or former address if changed since last report.)
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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:
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))
1
Item 5.07. Submission of Matters to a Vote of Security Holders.
American Railcar Industries, Inc. (ARI or the Company) held its annual meeting of shareholders
(the Annual Meeting) on June 7, 2011. At the Annual Meeting, shareholders voted on the following
proposals and cast their votes as described below.
Proposal 1
The individuals listed below were elected at the Annual Meeting to serve on the Companys Board of
Directors (the Board) until the next annual meeting of shareholders or until their respective
successors are duly elected and qualified.
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Broker
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Nominee
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For
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Against
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Abstentions
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Non-Votes
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Carl C. Icahn
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14,632,112
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4,818,090
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3,525
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James J. Unger
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14,192,478
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5,254,999
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6,250
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Vincent J. Intrieri
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13,632,663
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5,814,813
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6,251
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Samuel Merksamer
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14,627,960
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4,819,517
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6,250
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J. Mike Laisure
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19,198,367
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248,910
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6,450
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James C. Pontious
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19,197,569
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249,907
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6,251
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Harold First
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18,732,076
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712,701
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8,950
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Brett Icahn
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14,344,700
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5,098,577
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10,450
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Hunter Gary
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14,623,601
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4,820,975
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9,151
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Proposal 2
An advisory vote on executive compensation, as described in the proxy materials. This proposal was
approved.
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Broker
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For
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Against
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Abstentions
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Non-Votes
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19,213,966
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41,456
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198,305
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Proposal 3
An advisory vote on the frequency of the advisory vote on executive compensation, as described in
the proxy materials. 1 year was approved.
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Broker
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1 Year
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2 Years
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3 Years
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Abstentions
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Non-Votes
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18,818,392
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38,580
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398,937
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197,817
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In light of these results, and consistent with the Companys recommendation, the Board has
determined that the Company will hold an advisory vote on executive compensation every year.
SIGNATURE
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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Date: June 9, 2011
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American Railcar Industries, Inc.
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By:
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/s/ Dale C. Davies
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Name:
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Dale C. Davies
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Title:
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Senior Vice President, Chief Financial Officer and
Treasurer
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