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OFFON

CIRCOR INTERNATIONAL, INC.

(CIR)
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CIRCOR INTERNATIONAL INC : Change in Directors or Principal Officers, Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits (form 8-K)

05/28/2021 | 01:25pm EDT

Item 5.02 Departure of Directors or Certain Officers; Election of Directors;

                  Appointment of Certain Officers; Compensatory

Arrangements of Certain

                  Officers.


At the 2021 Annual Meeting of Stockholders of CIRCOR International, Inc. (the
"Company") held on May 25, 2021 (the "2021 Annual Meeting"), the Company's
stockholders approved an amendment to the Company's 2019 Stock Option and
Incentive Plan (the "2019 Plan") to increase the number of shares available for
issuance thereunder by 1,000,000 shares, which had previously been adopted by
the Company's Board of Directors subject to stockholder approval.

The description of the 2019 Plan, as amended, contained on pages 6 2

to

71 of the Company's Proxy Statement for the 2021 Annual Meeting, filed with the
Securities and Exchange Commission on April 13, 202    1  , is incorporated
herein by reference. A complete copy of the 2019 Plan, as amended, is included
as Exhibit 99.1 hereto and is incorporated herein by reference.


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

The proposals before the Company's stockholders at the 2021 Annual Meeting, and the final results of voting on such proposals, are as provided below:


Proposal 1: Election of Directors. The following persons were elected as Class I
directors for one year term, such term to continue until the Annual Meeting of
Stockholders to be held in 2022 and until each such director's successor is duly
elected and qualified or until each such director's earlier death, resignation
or removal:
                            VOTES FOR        VOTES AGAINST       VOTES ABSTAINED       BROKER NON-VOTES
Scott Buckhout              16,577,681         1,650,692              3,350                922,019
Samuel R. Chapin            16,266,431         1,964,201              1,091                922,019
David F. Dietz              15,782,742         2,448,230               751                 922,019
Tina M. Donikowski          16,507,658         1,723,314               751                 922,019
Bruce Lisman                18,065,113          165,519               1,091                922,019
John (Andy) O'Donnell       16,149,925         2,081,047               751                 922,019



Proposal 2: Ratification of the selection by the Audit Committee of the
Company's Board of Directors of Ernst & Young LLP as the Company's independent
auditors for the fiscal year ending December 31, 2021. Stockholders ratified the
selection as follows:
 VOTES FOR        VOTES AGAINST       VOTES ABSTAINED       BROKER NON-VOTES
 19,117,163          35,950                 629                    0



Proposal 3: Approval of the advisory resolution regarding the compensation of
the Company's named executive officers. Stockholders approved, on an advisory
basis, the compensation of the named executive officers, as follows:
 VOTES FOR        VOTES AGAINST       VOTES ABSTAINED       BROKER NON-VOTES
 17,718,498          503,227               9,998                922,019

Proposal 4: Approval of an amendment to the 2019 Plan to increase the number of shares available for issuance thereunder by 1,000,000 shares. Stockholders approved the amendment to the 2019 Plan as follows:

 VOTES FOR        VOTES AGAINST       VOTES ABSTAINED       BROKER NON-VOTES
 10,105,426         6,731,241            1,395,056              922,019



--------------------------------------------------------------------------------

Item 9.01 Financial Statements and Exhibits.



(d) Exhibits
Exhibit No.    Description
  99.1           2019 Stock Option and Incentive Plan, as amended, 

incorporated hereby by

                 reference to Exhibit B to the Company's Definitive Proxy 

Statement, filed with

                 the Securities and Exchange Commission on April 13, 2021.
101.SCH          Inline XBRL Taxonomy Extension Schema Document
101.CAL          Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF          Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB          Inline XBRL Taxonomy Extension Labels Linkbase Document
101.PRE          Inline XBRL Taxonomy Extension Presentation Linkbase Document
                 Cover Page Interactive Data File (formatted as inline XBRL and contained in
104              Exhibit 101)

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