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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 2, 2024

 
ENPRO INC.
  
(Exact name of Registrant, as specified in its charter)

North Carolina
  
001-31225
  
      01-0573945
   (State or other jurisdiction of incorporation)
  
   (Commission file number)
  
    (I.R.S. Employer Identification No.)






 
5605 Carnegie Boulevard, Suite 500
  
 
      Charlotte, North Carolina 28209
  
(Address of principal executive offices, including zip code)

 
(704) 731-1500
  
(Registrant’s telephone number, including area code)

 
Not Applicable
  
(Former name or 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):

☐
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, $0.01 par value
  
NPO
  
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.

 
(a)
Enpro Inc. (the “Company”) held its 2024 annual meeting of shareholders on May 2, 2024.

 
(b)
The following sets forth the voting results on each of the matters voted upon at the annual meeting:

Proposal 1.
Election of Directors

Each of the following individuals was elected as a director at the annual meeting.

Nominee
No. of Votes
“For”
No. of Votes
“Withheld”
Eric A. Vaillancourt
19,589,528
   154,593
William Abbey          
19,294,069
   450,052
Thomas M. Botts
18,954,490
   789,631
Felix M. Brueck          
19,193,595
   550,526
Adele M. Gulfo          
19,405,656
   338,465
David L. Hauser          
18,592,295
1,151,826
John Humphrey          
19,147,540
   596,581
Ronald C. Keating
19,288,172
   455,949
Judith A. Reinsdorf
18,393,859
1,350,262

There were 412,839 broker non-votes on the proposal for the election of directors.

Proposal 2.
Adoption of a resolution approving, on an advisory basis, the compensation paid to the Company’s named executive officers as disclosed in the Company’s proxy statement for the annual meeting.

 
No. of Votes “For”
 
No. of Votes
“Against”
 
No. of Abstentions
No. of
Broker Non-votes
18,659,730
1,073,577
10,814
412,839

Proposal 3.
Ratification of PricewaterhouseCoopers LLP as the Company’s Independent Registered Public Accounting Firm for 2024.

 
No. of Votes “For”
 
No. of Votes
“Against”
 
No. of Abstentions
No. of
Broker Non-votes
19,631,657
521,130
4,173
—

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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.

Date: May 3, 2024
   
    
 
ENPRO INC.
    
 
By:
/s/ Robert S. McLean
   
Robert S. McLean
   
Executive Vice President, General Counsel and Secretary


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