UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 11, 2018
 
VULCAN MATERIALS COMPANY
( Exact name of registrant as specified in its charter)
 
                   New Jersey                   
(State or other jurisdiction
of incorporation)	                  001-33841                 
(Commission File Number)
 	                    20-8579133                    
(IRS Employer Identification No.)

1200 Urban Center Drive
Birmingham, Alabama 35242
(Address of principal executive offices) (zip code)
 
(205) 298-3000
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 filing 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 (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))	
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
  Emerging growth company ¨
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 
	Item 5.07.	Submission of Matters to a Vote of Security Holders.	
 
On May 11, 2018, Vulcan Materials Company (the “Company”) held its annual meeting of shareholders (the “Annual Meeting”) in Birmingham, Alabama. There were 132,348,046 shares of common stock eligible to be voted at the Annual Meeting, and 119,940,150 shares were represented in person or by proxy at the Annual Meeting, which constituted a quorum to conduct business at the Annual Meeting. The following matters, which are described in more detail in the Company’s 2018 definitive proxy statement filed with the Securities and Exchange Commission on March 26, 2018, were approved by the Company’s shareholders at the Annual Meeting. The final voting results are presented below.
 
Proposal 1: Election of Directors
 
The individual named below was elected to a one-year term expiring in 2019:
 
Director	Shares Voted For	Shares Voted
Against	Abstentions	Broker Non-
Votes	
Kathleen L. Quirk	111,304,511	319,601	64,143	8,251,895	
 
Each of the individuals named below was elected to a three-year term expiring in 2021:
 
Director	Shares Voted For	Shares Voted
Against	Abstentions	Broker Non-
Votes	
Thomas A. Fanning	110,784,810	844,617	58,828	8,251,895	
J. Thomas Hill	109,277,819	2,019,772	390,664	8,251,895	
Cynthia L. Hostetler	111,199,271	431,417	57,567	8,251,895	
Richard T. O’Brien	110,609,238	1,021,169	57,848	8,251,895	
 
Proposal 2: Advisory Vote on Compensation of the Company’s Named Executive Officers (Say on Pay)
 
The advisory vote on the compensation of the Company’s named executive officers was approved with the following vote:
 
Shares Voted For	Shares Voted
Against	Abstentions	Broker Non-Votes	
109,442,169	2,096,463	149,623	8,251,895	
 
Proposal 3: Ratification of Appointment of Independent Registered Public Accounting Firm
 
The appointment of Deloitte & Touche LLP as our independent registered public accounting firm for 2018 was ratified with the following vote:
 
Shares Voted For	Shares Voted
Against	Abstentions	Broker Non-Votes	
118,035,411	1,850,316	54,423	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.

 	VULCAN MATERIALS COMPANY	 	

Date:  May 16, 2018	By:	        /s/ Jerry F. Perkins Jr.	 	
 	 	Name:	Jerry F. Perkins Jr.	 	
 	 	Title:	General Counsel and Secretary