Date of report (Date of earliest event reported):May 19, 2021
Tutor Perini Corporation
(Exact Name of Registrant as Specified in its Charter)
Massachusetts
1-6314
04-1717070
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)
15901 Olden Street,Sylmar,California91342-1093
(Address of Principal Executive Offices, and Zip Code)
(818)362-8391
(Registrant’s Telephone Number, Including Area Code)
None
(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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, $1.00 par value
TPC
The New York Stock Exchange
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.
The 2021 Annual Meeting of Shareholders (the “Annual Meeting”) of Tutor Perini Corporation (the “Company”) was held on May 19, 2021. At the Annual Meeting, the Company’s shareholders voted on three proposals as described in the Proxy Statement and cast their votes as set forth below.
Proposal 1: Election of Directors
The Company’s shareholders elected each of the following 11 nominees for director to serve a one-year term expiring at the Company's 2022 Annual Meeting of Shareholders. The votes cast in the election of directors were as follows:
Elected Directors
Votes For
Votes Withheld
Broker Non-Votes
Ronald N. Tutor
25,294,072
14,186,461
3,248,931
Peter Arkley
14,577,532
24,903,001
3,248,931
Sidney J. Feltenstein
25,274,715
14,205,818
3,248,931
James A. Frost
25,230,989
14,249,544
3,248,931
Michael F. Horodniceanu
25,396,296
14,084,237
3,248,931
Michael R. Klein
13,964,432
25,516,101
3,248,931
Robert C. Lieber
14,460,780
25,019,753
3,248,931
Dennis D. Oklak
24,993,612
14,486,921
3,248,931
Raymond R. Oneglia
21,437,861
18,042,672
3,248,931
Dale Anne Reiss
24,944,831
14,535,702
3,248,931
Dickran M. Tevrizian, Jr.
21,545,081
17,935,452
3,248,931
Proposal 2: Ratification of Appointment of Auditors
The Company’s shareholders ratified the selection of Deloitte & Touche LLP, independent registered public accountants, as auditors of the Company for the year ending December 31, 2021. Voting results on this matter were as follows:
Votes For
Votes Against
Abstentions
Broker Non-Votes
42,307,234
364,086
58,144
0
Proposal 3: Advisory (Non-binding) Vote to Approve Tutor Perini’s Named Executive Officer Compensation
The Company’s shareholders cast their votes with respect to the advisory (non-binding) vote to approve named executive officer compensation as set forth below:
Votes For
Votes Against
Abstentions
Broker Non-Votes
13,684,705
25,732,670
63,158
3,248,931
2
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.