Document


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 26, 2016

Vishay Precision Group, Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware
1-34679
27-0986328
(State or Other Jurisdiction of
(Commission File Number)
(I.R.S. Employer Identification
Incorporation or Organization)
 
Number)

3 Great Valley Parkway, Suite 150
 
Malvern, PA
19355
(Address of Principal Executive Offices)
(Zip Code)

(484) 321-5300
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K 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
 
     
[   ]      
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
 
     
[   ]      
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
 
     
[   ]      
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act










Item 5.07    Submission of Matters to a Vote of Security Holders

On May 26, 2016, Vishay Precision Group, Inc. (the “Company”) held its 2016 Annual Meeting of Stockholders (the “Annual Meeting”). A total of 12,152,803 shares of the Company’s common stock and 1,025,158 shares of the Company’s Class B common stock were entitled to vote as of April 4, 2016, the record date for the Annual Meeting, of which 10,412,871 were present in person or by proxy at the Annual Meeting (representing 19,520,494 total votes). Each share of common stock is entitled to one vote, and each share of Class B common stock is entitled to ten votes. The following is a summary of the final voting results for each matter presented to stockholders.
Proposal 1: Election of Directors

The Company’s stockholders voted to elect Janet Clarke, Saul Reibstein, Ziv Shoshani, Timothy Talbert, Cary Wood and Marc Zandman to serve as directors of the Company for a one-year term expiring on the date of the Company’s 2017 Annual Meeting of Stockholders. The number of votes cast in the election of directors was as follows:

Nominee
 
For
 
Withheld
 
Broker Non-Votes
Janet Clarke
 
17,187,307
 
320,859
 
2,012,328
Saul Reibstein
 
16,995,222
 
512,944
 
2,012,328
Ziv Shoshani
 
17,040,448
 
467,718
 
2,012,328
Timothy Talbert
 
16,993,214
 
514,952
 
2,012,328
Cary Wood
 
17,185,902
 
322,264
 
2,012,328
Marc Zandman
 
16,867,584
 
640,582
 
2,012,328
Proposal 2: Ratification of Selection of Independent Registered Public Accounting Firm

The Company’s stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2016. The number of votes cast in the ratification of the appointment of Ernst & Young LLP was as follows:
 
 
For
 
Against
 
Abstentions
 
Broker Non-Votes
Ratification of Ernst & Young LLP
 
19,480,429
 
23,563
 
16,502
 
0






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.
 
Vishay Precision Group, Inc.
 
 
Date: June 1, 2016
By:  
/s/ William M. Clancy
 
 
Name: William M. Clancy
 
 
Title:    Executive Vice President and Chief
 
 
Financial Officer