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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): April 30, 2010
RTI International Metals, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Ohio
(State or Other Jurisdiction of Incorporation)
     
001-14437   52-2115953
 
(Commission File Number)   (IRS Employer Identification No.)
     
Westpointe Corporate Center One, 5th Floor    
1550 Coraopolis Heights Road    
Pittsburgh, Pennsylvania   15108-2973
 
(Address of Principal Executive Offices)   (Zip Code)
(412) 893-0026
(Registrant’s Telephone Number, Including Area Code)
N/A
(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):
o     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o     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.
     The Annual Meeting of Shareholders of RTI International Metals, Inc. (the “Company”) was held on April 30, 2010. The following proposals were submitted by the Board of Directors to a vote of shareholders and the final results of the voting on each proposal are noted below.
     Proposal No. 1 — Election of Directors
     The following nine (9) directors were nominated to serve for one-year terms expiring at the annual meeting of shareholders to be held in 2011, or when their successors are otherwise duly elected and qualified. The nine (9) directors, as indicated below, were elected as directors of the Company.
                         
Nominee   For   Withheld   Broker Non-Votes
Daniel I. Booker
    25,405,346       531,530       1,880,973  
Donald P. Fusilli, Jr.
    25,461,588       475,288       1,880,973  
Ronald L. Gallatin
    25,307,734       629,142       1,880,973  
Charles C. Gedeon
    25,404,418       532,458       1,880,973  
Robert M. Hernandez
    25,294,940       641,936       1,880,973  
Dawne S. Hickton
    25,288,656       648,220       1,880,973  
Edith E. Holiday
    24,383,000       1,553,876       1,880,973  
Bryan T. Moss
    25,560,089       376,787       1,880,973  
James A. Williams
    25,460,594       476,282       1,880,973  
     Proposal No. 2 — Ratification of the Appointment of Independent Registered Public Accounting Firm
     The shareholders were asked to ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for fiscal year ending December 31, 2010. The appointment was ratified by the requisite vote of a majority of the votes cast, as indicated below.
                         
For   Against   Abstain   Broker Non-Votes
27,422,448     244,704       150,697        

 


 

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 thereunto duly authorized.
         
  RTI INTERNATIONAL METALS, INC.
 
 
Date: May 6, 2010  By:   /s/ Chad Whalen    
    Chad Whalen   
    Vice President, General Counsel, and Secretary