Shareholder Meeting

EnPro Industries, Inc.'s 2017 annual meeting of shareholders was held on Wednesday, April 26, 2017.  The final report of the Inspector of Elections is as follows:

  1. As of March 9, 2017, the record date for the meeting, there were  21,414,881 shares of EnPro Industries, Inc. common stock outstanding and entitled to vote at the meeting.  Each share is entitled to one vote. 
  1. There were at least  20,602,279 shares of common stock present in person or by proxy, which represented  96.2% of the shares outstanding and entitled to vote, and which constituted a quorum for the transaction of business.
  1. An election of eight (8) directors was held and the shares present were voted as follows:

 NOMINEES             

FOR

WITHHOLD

BROKER NON-VOTE

Stephen E. Macadam

19,395,952

332,425

873,902

Thomas M. Botts

19,400,162

328,215

873,902

Felix M. Brueck

19,188,573

539,804

873,902

B. Bernard Burns, Jr.

19,187,254

541,123

873,902

Diane C. Creel

19,186,212

542,165

873,902

David L. Hauser

19,187,409

540,968

873,902

John Humphrey

19,398,487

329,890

873,902

Kees van der Graaf

19,186,169

542,208

873,902

  1. Regarding proposal number 2 to adopt a resolution approving, on an advisory basis, the compensation paid to the Company’s named executive officers as disclosed in the proxy statement, the votes were as follows:              

FOR

AGAINST

ABSTAIN

BROKER NON-VOTE

18,843,473

864,457

20,447

873,902

  1. Regarding proposal number 3 to select, on an advisory basis, the frequency of future shareholder advisory votes to approve the compensation of the Company’s named executive officers, the votes were as follows:

1 YEAR

2 YEARS

3 YEARS

ABSTAIN

BROKER NON-VOTE

16,479,113

6,925

3,232,408

9,931

873,902

  1. Regarding proposal number 4 to approve the amended and restated Senior Executive Annual Performance Plan as described in the proxy statement, the votes were as follows:

FOR

AGAINST

ABSTAIN

BROKER NON-VOTE

19,423,957

277,834

26,586

873,902

  1. Regarding proposal number 5 to approve the amended and restated Long-Term Incentive Plan as described in the proxy statement, the votes were as follows:

FOR

AGAINST

ABSTAIN

BROKER NON-VOTE

19,399,312

303,576

25,489

873,902

  1. Regarding proposal number 6 to ratify the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2017, the votes were as follows:

FOR

AGAINST

ABSTAIN

BROKER NON-VOTE

20,435,639

156,759

9,881

NA

 

Proxy Statement and 2017 Notice of Annual Meeting of Shareholders

2016 Annual Report