UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.07 | Submission of Matters to a Vote of Security Holders |
The Company held its 2023 Annual Meeting of Shareholders on April 26, 2023. At the 2023 Annual Meeting, the shareholders approved (1) the election of Ms. Samara A. Strycker and Messrs. Richard A. Baldridge and Stephen G. Oswald as directors to serve for three-year terms ending at the Company’s 2026 Annual Meeting of Shareholders and until their respective successors have been duly elected and qualified, (2) the Company’s named executive compensation on an advisory basis, (3) one-year frequency for future advisory votes on named executive compensation, and (4) the ratification of the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2023. The shareholder vote on these matters was as follows:
| For | Withheld | Broker Non-Votes |
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| Election of Richard A. Baldridge for a three-year term expiring in 2026 |
9,876,847 | 449,575 | 1,045,620 | |||||||||
| Election of Stephen G. Oswald for a three-year term expiring in 2026 |
9,891,742 | 434,680 | 1,045,620 | |||||||||
| Election of Samara A. Strycker for a three-year term expiring in 2026 |
10,029,120 | 297,302 | 1,045,620 | |||||||||
| For | Against | Abstain | Broker Non-Votes |
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| Approval of the Company’s executive compensation on an advisory basis | 10,234,740 | 82,403 | 9,279 | 1,045,620 | ||||||||||||
| 3 Years | 2 Years | 1 Year | Abstain | Broker Non-Votes |
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| Advisory vote on the frequency of future advisory votes on executive compensation |
1,583,879 | 451,176 | 8,137,043 | 91,104 | 1,045,620 | |||||||||||||||
| For | Against | Abstain | ||||||||||
| Ratification of the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2023 |
11,138,808 | 225,944 | 7,290 | |||||||||
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.
| DUCOMMUN INCORPORATED | ||||||
| (Registrant) | ||||||
| Date: April 26, 2023 | By: | /s/ Christopher D. Wampler | ||||
| Christopher D. Wampler | ||||||
| Vice President, Chief Financial Officer, Controller and | ||||||
| Treasurer | ||||||