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): November 11, 2012
 
CURTISS-WRIGHT CORPORATION
( Exact Name of Registrant as Specified in Its Charter)

Delaware	 
1-134
 	 
13-0612970	
(State or Other
Jurisdiction of
Incorporation)	(Commission File
Number)	(IRS Employer
Identification No.)

 	
 
10 Waterview Boulevard	 	
Parsippany, New Jersey	07054	
(Address of Principal Executive Offices)	(Zip Code)	
 
Registrant's telephone number, including area code: (973) 541-3700
--------------
Not applicable
(Former name or former address, if changed since last report)

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))

SECTION 8 OTHER EVENTS
 
Item 8.01 Other Events.
 
The Board of Directors of Curtiss-Wright Corporation (the “Company”) voted on November 11, 2012 to adopt the principle of majority voting in director elections. The Board did so by amending its Corporate Governance Guidelines to provide that, in an election where the only nominees are those recommended by the Board, any nominee for director who receives a greater number of votes “withheld” from his or her election than votes “for” his or her election shall be deemed to have tendered his or her resignation to the Chairman of the Committee on Directors and Governance, which shall make recommendations to the Board on the response to the resignation. The Board will decide whether to accept the resignation based on such factors as the reasons, if known, why stockholders “withheld” or were requested to “withhold” votes from the director, the director’s length of service and qualifications, the director’s contributions to the Company, and the current mix of skills and attributes of the directors on the Board. The foregoing description is qualified in its entirety by reference to the full text of such revised Corporate Governance Guidelines, a copy of which is available at the Company’s website, www.curtisswright.com , by following links to “Corporate Governance” and “Corporate Governance Guidelines”.
 
A press release announcing the action by the Company’s Board of Directors was issued on November 19, 2012, and is attached hereto as Exhibit 99.1.

 
 
SECTION 9 FINANCIAL STATEMENTS AND EXHIBITS
 
Item 9.01 Financial Statements and Exhibits.
 
(a)	Not applicable	
 
(b)	Not applicable	
 
(c)	Not applicable	
 
(d)	Exhibits	

        99.1 Press Release dated November 19, 2012

 
 
2

 
 	 	 	 	
SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
 
 	 	CURTISS-WRIGHT CORPORATION	
 	 	 	 	 	
  	 	 	By: 	/s/ Glenn E. Tynan	
      	 	 	 	Glenn E. Tynan	
      	 	 	 	Vice-President and	
      	 	 	 	Chief Financial Officer	

Date: November 19, 2012

 

 
3

EXHIBIT INDEX
 
Exhibit
Number	 	Description	 	

99.1	 	 
Press Release dated November 19, 2012	 	

 

 

 
4

 

Exhibit 99.1
 
NEWS RELEASE
FOR IMMEDIATE RELEASE
Contact:	Jim Ryan	
      	(973) 541-3766	

CURTISS-WRIGHT ADOPTS MAJORITY VOTING IN DIRECTOR ELECTIONS

PARSIPPANY, NJ – Nov. 19, 2012 – Martin R. Benante, Chairman and CEO of Curtiss-Wright Corporation (NYSE:CW) announced today that the Board of Directors voted on November 11, 2012 to adopt the principle of majority voting in director elections. The Board did so by amending its Corporate Governance Guidelines to provide that, in an election where the only nominees are those recommended by the Board, any nominee for director who receives a greater number of votes “withheld” from his or her election than votes “for” his or her election shall be deemed to have tendered his or her resignation to the Chairman of the Committee on Directors and Governance, which shall make recommendations to the Board on the response to the resignation. The Board will decide whether to accept the resignation based on such factors as the reasons, if known, why stockholders “withheld” or were requested to “withhold” votes from the director, the director’s length of service and qualifications, the director’s contributions to the Company, and the current mix of skills and attributes of the directors on the Board. A copy of the revised Corporate Governance Guidelines can be found in the Corporate Governance section on the Curtiss-Wright website, www.curtisswright.com .

 
About Curtiss-Wright Corporation
Curtiss-Wright Corporation is an innovative engineering company that provides highly engineered, critical function products, systems and services in the areas of flow control, motion control and metal treatment to the defense, energy and commercial/industrial markets. The legacy company of Glenn Curtiss and the Wright brothers, Curtiss-Wright has a long tradition of design and manufacturing innovation along with long-standing customer relationships. The company employs approximately 8,300 people worldwide. For more information, visit www.curtisswright.com

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Curtiss-Wright Corporation
10 Waterview Boulevard, Parsippany, NJ 07054
(973) 541-3700 · FAX (973) 541-3699
www.curtisswright.com