Form8-K2015AnnualMtg



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 14, 2015
______________________________

U.S. CONCRETE, INC.
(Exact name of registrant as specified in its charter)


Delaware
 
001-34530 
 
76-0586680           
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)

331 N. Main Street
Euless, Texas 76039
(Address of principal executive offices, including ZIP code)
 
(817) 835-4105
(Registrant's telephone number, including area code)
 
Not Applicable
(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))






Item 5.07    Submission of Matters to a Vote of Security Holders.

The Company held its 2015 annual meeting of stockholders (the “Annual Meeting”) on May 14, 2015. At the Annual Meeting, there were 12,707,872 shares of common stock of the Company present in person or represented by proxy and entitled to vote. The Company’s stockholders were asked to vote on the following three proposals, each of which is described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on March 30, 2015 (the “Proxy Statement”): (1) the election of seven directors, (2) the ratification of the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for fiscal year 2015, and (3) advisory approval of executive compensation.

Proposal #1 - Election of Directors. The stockholders elected the seven nominees listed below to hold office until the 2016 annual meeting of stockholders and until their respective successors are duly elected and qualified, by the following vote:

Nominee
For
Withhold
Broker Non-Votes
Eugene I. Davis
10,221,223
52,783
2,433,866
William J. Sandbrook
10,255,151
18,855
2,433,866
Kurt M. Cellar
10,164,983
109,023
2,433,866
Michael D. Lundin
10,255,063
18,943
2,433,866
Robert M. Rayner
10,254,638
19,368
2,433,866
Colin M. Sutherland
10,255,063
18,943
2,433,866
Theodore P. Rossi
10,255,034
18,972
2,433,866

Proposal #2 - Ratification of Grant Thornton LLP. The stockholders ratified the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for fiscal year 2015, by the following vote:

For
Against
Abstentions
Broker Non-Votes
12,586,837
2,834
118,201
—

Proposal #3 - Advisory Approval of Executive Compensation. The stockholders approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers as disclosed in the Proxy Statement by the following vote:

For
Against
Abstentions
Broker Non-Votes
10,020,325
129,927
123,754
2,433,866









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.

                            

                            
 
 
U.S. CONCRETE, INC.
 
 
 
 
 
 
 
Date:  May 15, 2015
By:
/s/ William M. Brown
 
 
 
 
William M. Brown
 
 
 
 
Senior Vice President and Chief Financial Officer