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 26, 2011

 

 

Universal Stainless & Alloy Products, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware		000-25032		25-1724540
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)
600 Mayer Street, Bridgeville, Pennsylvania				15017
(Address of principal executive offices)				(Zip code)

Registrant’s telephone number, including area code: (412) 257-7600

 

 

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 (see General Instruction A.2.):

 

¨	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))

 

 

 

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

On May 26, 2011, Universal Stainless & Alloy Products, Inc. (the “Company”) held its annual meeting of stockholders. Below are the voting results for each matter submitted for a vote of the Company’s stockholders at the annual meeting:

 

1.

Election of Directors:

 

NAME		FOR		WITHHELD		BROKER NON-VOTES
Dennis M. Oates		5,570,824		364,872		359,857
Christopher L. Ayers		5,788,097		147,599		359,857
Douglas M. Dunn		5,634,719		300,977		359,857
M. David Kornblatt		5,788,097		147,599		359,857
Udi Toledano		5,634,702		300,994		359,857

 

2.

Advisory, non-binding resolution to approve the compensation of the Company’s named executive officers:

 

FOR		AGAINST		ABSTESTIONS		BROKER NON-VOTES
5,899,010		30,289		6,397		359,857

 

3.

Advisory, non-binding resolution to recommend the frequency of stockholder votes to approve the compensation for the Company’s named executive officers.

 

ONE YEAR		TWO YEARS		THREE YEARS		ABSTENTIONS		BROKER NON-VOTES
5,675,822		20,840		236,864		2,170		359,857

In accordance with the recommendation of the Company’s Board of Directors on this matter and these voting results, the Company has determined to hold an advisory, nonbinding vote to approve the compensation of the Company’s named executive officers each year until the next stockholder vote on the frequency of such advisory, non-binding votes. A stockholder vote on the frequency of such advisory, non-binding votes is required to be held at least once every six years.

 

4.

Ratification of the appointment of Schneider Downs & Co., Inc. as the Company’s independent registered public accountants for 2011:

 

FOR		AGAINST		ABSTESTIONS
6,058,666		211,637		25,250

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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.

 

Dated: May 27, 2011