0000108312false00001083122024-01-242024-01-24

 

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): January 24, 2024

 

 

Woodward, Inc

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

000-08408

36-1984010

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

1081 Woodward Way

 

Fort Collins, Colorado

 

80524

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (970) 482-5811

 

 

(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, par value $0.001455 per share

 

WWD

 

Nasdaq Global Select Market

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 January 24, 2024, Woodward, Inc. (the “Company”) held its 2023 Annual Meeting of Stockholders (the “2023 Annual Meeting”). The stockholders considered three proposals, each of which is described more fully in the Company’s proxy statement for the 2023 Annual Meeting. Set forth below are the final voting results on each matter submitted to a vote of the Company’s stockholders for the 2023 Annual Meeting. All vote totals have been rounded to the nearest whole share.

 

Proposal 1. Election of three directors for a three-year term to hold office until the Company’s 2026 Annual Meeting to be held in or about January 2027:

 

For

Against

Abstain

Broker Non-Votes

Charles P. Blankenship

45,909,926

3,275,331

127,445

5,655,789

John D. Cohn

46,455,808

2,716,807

140,087

5,655,789

Daniel G. Korte

46,008,112

3,163,715

140,875

5,655,789

 

 

Proposal 2. Advisory resolution regarding the compensation of the Company’s named executive officers:

 

For

46,494,750

Against

2,610,876

Abstain

207,077

Broker Non-Votes

5,655,789

 

Proposal 3. Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for fiscal year ending September 30, 2024:

 

For

53,447,288

Against

1,435,982

Abstain

85,222

Broker Non-Votes

0

 

Pursuant to the foregoing, the three nominees were elected to serve on the Company’s Board of Directors, and Proposals 2 and 3 were each approved.

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.

Dated: January 26, 2024

WOODWARD, INC.

By:

/s/ A. Christopher Fawzy

A. Christopher Fawzy

Executive Vice President, General Counsel, Chief Compliance Officer and Secretary

 

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Document And Entity Information
Jan. 24, 2024
Cover [Abstract]  
Document Type 8-K
Amendment Flag false
Document Period End Date Jan. 24, 2024
Entity Registrant Name Woodward, Inc
Entity Central Index Key 0000108312
Entity Emerging Growth Company false
Entity File Number 000-08408
Entity Incorporation, State or Country Code DE
Entity Tax Identification Number 36-1984010
Entity Address, Address Line One 1081 Woodward Way
Entity Address, City or Town Fort Collins
Entity Address, State or Province CO
Entity Address, Postal Zip Code 80524
City Area Code (970)
Local Phone Number 482-5811
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Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, par value $0.001455 per share
Trading Symbol WWD
Security Exchange Name NASDAQ
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