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): May 5, 2015
NVR, Inc.
(Exact name of registrant as specified in its charter)
| Virginia | 1-12378 | 54-1394360 | ||
| (State or other jurisdiction of incorporation or organization) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| 11700 Plaza America Drive, Suite 500, Reston, Virginia | 20190 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: 703-956-4000
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K 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)) |
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On May 5, 2015, NVR, Inc. (the “Company”) held its Annual Meeting of Shareholders. There were 4,061,812 shares of the Company’s common stock eligible to vote at the Annual Meeting. The following are the matters voted upon at the Annual Meeting and the final results of the votes on such matters:
1. Election of all directors for one-year terms:
| Votes For | Votes Against |
Abstentions | Broker Non-votes |
|||||||||||||
| Dwight C. Schar |
3,681,076 | 21,586 | 1,160 | 170,873 | ||||||||||||
| C.E. Andrews |
3,678,220 | 18,999 | 6,603 | 170,873 | ||||||||||||
| Timothy M. Donahue |
3,686,379 | 11,027 | 6,416 | 170,873 | ||||||||||||
| Thomas D. Eckert |
3,677,547 | 19,691 | 6,584 | 170,873 | ||||||||||||
| Alfred E. Festa |
3,686,274 | 10,941 | 6,607 | 170,873 | ||||||||||||
| Ed Grier |
3,688,349 | 8,983 | 6,490 | 170,873 | ||||||||||||
| Manuel H. Johnson |
3,671,562 | 25,600 | 6,660 | 170,873 | ||||||||||||
| Mel Martinez |
3,687,558 | 9,744 | 6,520 | 170,873 | ||||||||||||
| William A. Moran |
3,444,636 | 251,823 | 7,363 | 170,873 | ||||||||||||
| David A. Preiser |
3,654,168 | 42,971 | 6,683 | 170,873 | ||||||||||||
| W. Grady Rosier |
3,675,602 | 21,728 | 6,492 | 170,873 | ||||||||||||
| Paul W. Whetsell |
3,675,901 | 22,012 | 5,909 | 170,873 | ||||||||||||
2. Ratification of the appointment of KPMG LLP as Independent Auditor for 2015:
| Votes For |
Votes Against |
Abstentions |
Broker Non-votes | |||
| 3,863,021 | 8,143 | 3,531 | — |
3. Approval, in a non-binding advisory vote, of the compensation of the Company’s named executive officers:
| Votes For |
Votes Against |
Abstentions |
Broker Non-votes | |||
| 3,555,565 | 139,251 | 9,006 | 170,873 |
4. The non-binding shareholder proposal regarding proxy access:
| Votes For |
Votes Against |
Abstentions |
Broker Non-votes | |||
| 1,533,810 | 2,161,770 | 8,242 | 170,873 |
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.
| NVR, Inc. | ||||||||
| Date: May 6, 2015 | By: | /s/ Daniel D. Malzahn | ||||||
| Name: | Daniel D. Malzahn | |||||||
| Title: | Vice President and Chief Financial Officer | |||||||