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): January 14, 2011
Motorcar Parts of America, Inc.
(Exact name of registrant as specified in its charter)
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| New York
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001-33861
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11-2153962 |
| (State or other
jurisdiction of
incorporation)
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(Commission File Number)
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(IRS Employer Identification No.) |
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| 2929 California Street, Torrance CA
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90503 |
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(Zip Code) |
Registrant’s telephone number, including area code: (310) 212-7910
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:
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 Stockholders of Motorcar Parts of America, Inc. (the “Registrant”) was held
on January 14, 2011.
The Registrant’s stockholders voted on proposals to: (i) elect directors; (ii) ratify the
appointment of Ernst & Young LLP as the Registrant’s independent registered public accountants for
the fiscal year ending March 31, 2011; and (iii) approve the 2010 Incentive Award Plan.
All nominees for election to the Board as Directors were elected to serve until the next Annual
Meeting of Stockholders and until their respective successors are elected and qualified, or until
the earlier of such director’s death, resignation or removal. The stockholders also ratified the
selection of the independent registered public accountants and approved the 2010 Incentive Award
Plan. The number of votes cast for, against or withheld and the number of abstentions and broker
non-votes with respect to each proposal is set forth below:
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| Proposal 1 |
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Shares For |
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Shares
Withheld |
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Broker
Non-Votes |
Election of Directors |
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Selwyn Joffe |
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5,666,655 |
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1,900,575 |
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3,013,463 |
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Mel Marks |
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5,607,527 |
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1,959,703 |
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3,013,463 |
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Scott Adelson |
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5,678,706 |
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1,888,524 |
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3,013,463 |
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Rudolph Borneo |
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5,689,094 |
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1,878,136 |
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3,013,463 |
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Philip Gay |
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5,689,184 |
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1,878,046 |
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3,013,463 |
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Duane Miller |
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5,953,184 |
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1,614,046 |
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3,013,463 |
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Jeffrey Mirvis |
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5,712,299 |
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1,854,931 |
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3,013,463 |
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| Proposal 2 |
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Shares For |
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Shares
Against |
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Shares
Abstaining |
Ratification of Ernst & Young LLP |
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10,495,644 |
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40,969 |
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44,080 |
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| Proposal 3 |
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Shares For |
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Shares
Against |
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Shares
Abstaining |
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Broker
Non-Votes |
Approval of the 2010 Incentive
Award Plan |
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6,162,766 |
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1,071,999 |
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332,465 |
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3,013,463 |
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