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 Act of 1934
Date of Report (Date of earliest event reported): March 24, 2017

THE VALSPAR CORPORATION
(Exact name of registrant as specified in its charter)

 
					
Delaware	 	1-3011	 	36-2443580	
(State or other jurisdiction
of incorporation)	 	(Commission
File Number)	 	(I.R.S. Employer
Identification No.)	
		
1101 South 3rd Street, Minneapolis, Minnesota	 	55415	
(Address of principal executive offices)	 	(Zip Code)	
Registrant’s telephone number, including area code: (612) 851-7000
Not Applicable
(Former name or former address, if changed since last report.)

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. below):
 
☐	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))	

 

Item 5.07.	Submission of Matters to a Vote of Security Holders.	
On March 24, 2017, The Valspar Corporation (the “Corporation”) held its Annual Meeting of Stockholders, at which the following items were voted upon:
 
 	(1)	Election of four directors (Class I) for a term of three years:	

Nominee	 	For	 	Against	 	Abstain	 	Broker Non-Vote	
John M. Ballbach	 	51,043,314	 	2,969,218	 	762,660	 	6,348,464	
Ian R. Friendly	 	50,608,061	 	3,366,852	 	800,279	 	6,348,464	
Janel S. Haugarth	 	52,555,388	 	1,373,022	 	846,782	 	6,348,464	
David R. Lumley	 	52,610,769	 	1,305,407	 	859,016	 	6,348,464	
 
 	(2)	Advisory vote to approve the compensation of our named executive officers as stated in the Corporation’s proxy statement:	

For	 	Against	 	Abstain	 	Broker Non-Vote	
49,431,231	 	4,439,415	 	904,546	 	6,348,464	
 
 	(3)	Advisory vote on the frequency for a stockholders’ advisory vote on the Corporation’s executive compensation:	

1 Year	 	2 Years	 	3 Years	 	Abstain	 	Broker Non-Vote	
46,404,540	 	196,679	 	7,259,756	 	914,217	 	6,348,464	
 
 	(4)	Ratification of the appointment of Ernst & Young LLP as the independent registered public accounting firm of the Corporation for the fiscal year ending October 27, 2017:	

For	 	Against	 	Abstain	 	Broker Non-Vote	
58,568,809	 	1,848,296	 	706,551	 	0	

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 thereunto duly authorized.

	 		 	THE VALSPAR CORPORATION	
			
Dated: March 24, 2017	 		 	/s/ Rolf Engh	
	 		 	Name:	 	Rolf Engh	
	 		 	Title:	 	Executive Vice President, General Counsel and Secretary