Virginia | 1-12378 | 54-1394360 | ||
(State or other jurisdiction of | (Commission File | (I.R.S. Employer Identification No.) | ||
incorporation or organization) | Number) |
11700 Plaza America Drive, Suite 500, Reston, Virginia | 20190 | |
(Address of principal executive offices) | (Zip Code) |
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 240.133-4(c)) |
Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
Item 5.07 | Submission of Matters to a Vote of Security Holders. |
Votes | Broker Non- | |||||||||||||||
Proposal | Votes For | Against | Abstentions | votes | ||||||||||||
1. Election of four directors for three-year terms: |
||||||||||||||||
Manuel H. Johnson |
5,128,759 | 410,143 | 6,204 | 351,945 | ||||||||||||
David A. Preiser |
5,126,113 | 412,479 | 6,514 | 351,945 | ||||||||||||
John M. Toups |
5,136,451 | 402,436 | 6,219 | 351,945 | ||||||||||||
Paul W. Whetsell |
5,174,194 | 364,698 | 6,214 | 351,945 | ||||||||||||
2.
Appointment of KPMG LLP as Independent Auditors for 2010 |
5,884,631 | 7,358 | 5,062 | | ||||||||||||
3. Approval of amendments to Articles of
Incorporation and Bylaws to declassify the Board of
Directors |
5,869,467 | 11,164 | 16,420 | | ||||||||||||
4. Approval of the 2010 Equity Incentive Plan |
3,387,294 | 2,091,103 | 66,709 | 351,945 |
Item 9.01 | Financial Statements and Exhibits |
Number | Description | |
10.1*
|
The Form of Non-Qualified Stock Option Agreement (Management grants) under the NVR, Inc. 2010 Equity incentive Plan. Filed herewith. | |
10.2*
|
The Form of Non-Qualified Stock Option Agreement (Director grants) under the NVR, Inc. 2010 Equity incentive Plan. Filed herewith. | |
10.3*
|
The Form of Restricted Share Units Agreement (Management grants) under the NVR, Inc. 2010 Equity incentive Plan. Filed herewith. | |
10.4*
|
The Form of Restricted Share Units Agreement (Director grants) under the NVR, Inc. 2010 Equity incentive Plan. Filed herewith. |
* | Exhibit is a management contract or compensatory plan or arrangement. |
NVR, Inc. |
||||
Date: May 6, 2010 | By: | /s/ Dennis M. Seremet | ||
Name: | Dennis M. Seremet | |||
Title: | Senior Vice President and Chief Financial Officer | |||
Exhibit Number | Exhibit Description | |
10.1*
|
The Form of Non-Qualified Stock Option Agreement (Management grants) under the NVR, Inc. 2010 Equity incentive Plan. Filed herewith. | |
10.2*
|
The Form of Non-Qualified Stock Option Agreement (Director grants) under the NVR, Inc. 2010 Equity incentive Plan. Filed herewith. | |
10.3*
|
The Form of Restricted Share Units Agreement (Management grants) under the NVR, Inc. 2010 Equity incentive Plan. Filed herewith. | |
10.4*
|
The Form of Restricted Share Units Agreement (Director grants) under the NVR, Inc. 2010 Equity incentive Plan. Filed herewith. |
* | Exhibit is a management contract or compensatory plan or arrangement. |