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 18, 2017

STANDARD MOTOR PRODUCTS, INC.
(Exact Name of Registrant as Specified in its Charter)

New York
(State or Other Jurisdiction of Incorporation)
1-4743
(Commission File Number)
11-1362020
(I.R.S. Employee Identification Number)

37-18 Northern Boulevard, Long Island City, New York 11101
(Address of Principal Executive Offices, including Zip Code)

Registrant’s Telephone Number, including Area Code:  718-392-0200

Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
 


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

On May 18, 2017, Standard Motor Products, Inc. (the “Company”) held its Annual Meeting of Stockholders. The Company is providing the following information regarding the results of the matters voted on by stockholders at the Annual Meeting:

(a)
Election of eleven Directors to serve for the ensuing year and until their successors are elected:

Director Nominee
 
Votes For
 
Votes Withheld
 
Broker Non-Votes
John P. Gethin
 
19,908,150
 
606,306
 
1,794,060
Pamela Forbes Lieberman
 
20,323,086
 
191,370
 
1,794,060
Patrick S. McClymont
 
20,334,528
 
179,928
 
1,794,060
Joseph W. McDonnell
 
20,322,205
 
192,251
 
1,794,060
Alisa C. Norris
 
20,322,019
 
192,437
 
1,794,060
Eric P. Sills
 
20,323,479
 
190,977
 
1,794,060
Lawrence I. Sills
 
19,894,718
 
619,738
 
1,794,060
Frederick D. Sturdivant
 
20,289,723
 
224,733
 
1,794,060
William H. Turner
 
20,241,792
 
272,664
 
1,794,060
Richard S. Ward
 
20,270,829
 
243,627
 
1,794,060
Roger M. Widmann
 
20,309,125
 
205,331
 
1,794,060

(b)
Ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2017:

Votes For
 
Votes Against
 
Abstain
22,252,220
 
51,487
 
4,809

(c)
Approval of a non-binding, advisory resolution on the compensation of the Company’s named executive officers:

Votes For
 
Votes Against
 
Abstain
 
Broker Non-Votes
20,086,138
 
389,594
 
38,724
 
1,794,060

2

(d)
Approval of a non-binding, advisory resolution on the frequency of future advisory votes on the compensation of our named executive officers:

1 Year
 
2 Years
 
3 Years
 
Abstain
 
Broker Non-Votes
16,363,079
 
23,930
 
4,077,098
 
50,349
 
1,794,060

Based on these results, the Board has determined to accept our stockholders expressed preference for an annual vote on executive compensation.

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.

 
STANDARD MOTOR PRODUCTS, INC.
     
 
By:
/s/ James J. Burke
   
James J. Burke
   
Executive Vice President Finance,
   
Chief Financial Officer

Date: May 24, 2017


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