Washington, D.C. 20549






Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934



Date of Report (Date of earliest event reported): May 12, 2015



Commission file number: 001-13337




(Exact name of registrant as specified in its charter)



Ohio 34-1598949
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization)   Identification No.)



9400 East Market Street, Warren, Ohio 44484
 (Address of principal executive offices) (Zip Code)


(330) 856-2443

Registrant’s telephone number, including area code




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 (see General Instruction A.2. below):


¨ 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.


Stoneridge, Inc. (the “Company”) held its 2015 Annual Meeting of Shareholders on May 12, 2015 (the “2015 Annual Meeting”). The following matters were voted on by shareholders at the 2015 Annual Meeting:


1.The eight nominees for election to the Board of Directors were elected, each for a one-year term, by the following votes:


Nominee For Withheld Broker Non-Votes
Jonathan B. DeGaynor 22,489,171 663,698   810,702
Jeffrey P. Draime 20,185,540 2,967,329   810,702
Douglas C. Jacobs 22,411,630 741,239   810,702
Ira C. Kaplan 22,464,080 688,789   810,702
Kim Korth 22,441,414 711,455   810,702
William M. Lasky 22,412,530 740,339   810,702
George S. Mayes, Jr. 22,463,812 689,057   810,702
Paul J. Schlather 21,782,909 1,369,960  



2.The proposal to ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ended December 31, 2015 was approved by the following votes:


For Against Abstain Broker Non-Votes
23,562,966 398,087 2,518 -


3.A non-binding advisory resolution to approve the 2014 compensation paid to the Company’s Named Executive Officers was approved by the following votes:


For Against Abstain Broker Non-Votes
22,348,666 790,323 13,880 810,702





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.



  Stoneridge, Inc.



Date:  May 14, 2015 /s/ George E. Strickler                                              

George E. Strickler, Executive Vice President,

Chief Financial Officer and Treasurer

(Principal Financial and Accounting Officer)