8-K 1 votingresults.htm 2013 VOTING RESULTS votingresults.htm
 
 
 

 
 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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) April 26, 2013


AT&T INC.
(Exact Name of Registrant as Specified in Charter)



Delaware
1-8610
43-1301883
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)

                      208 S. Akard St., Dallas, Texas
75202
                        (Address of Principal Executive Offices)
(Zip Code)

Registrant’s telephone number, including area code (210) 821-4105


__________________________________
(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):


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

Annual Meeting of Stockholders

      The 2013 Annual Meeting of the stockholders of AT&T Inc. was held on April 26, 2013, in Cheyenne, Wyoming. Stockholders representing 4,193,223,835 shares, or 76.58%, of the common shares outstanding as of the February 27, 2013, record date were present in person or were represented at the meeting by proxy.  Final voting results are shown below.
 
      Each matter was determined by a majority of votes cast, except that the advisory approval of executive compensation was a non-binding proposal, and the preference of the stockholders was determined by the choice receiving the greatest number of votes.  


Election of Directors
The following Directors were elected by the affirmative vote of a majority of the votes cast:
Nominees for Director
Votes Cast For
Votes Cast Against
Abstain
Broker
Non-Votes
Number
% of
Votes Cast
Number
% of
Votes Cast
Randall L. Stephenson
2,927,890,757
97.55
73,633,180
2.45
42,607,481
1,149,076,824
Gilbert F. Amelio
2,956,060,452
97.88
64,050,674
2.12
24,015,705
1,149,076,824
Reuben V. Anderson
2,984,644,079
98.82
35,699,925
1.18
23,789,251
1,149,076,824
James H. Blanchard
2,975,909,129
98.53
44,460,397
1.47
23,759,022
1,149,076,824
Jaime Chico Pardo
2,988,663,810
98.96
31,349,686
1.04
24,107,990
1,149,076,824
Scott T. Ford
2,995,099,014
99.15
25,555,204
0.85
23,460,144
1,149,076,824
James P. Kelly
2,989,775,713
98.97
31,057,771
1.03
23,283,176
1,149,076,024
Jon C. Madonna
2,985,262,154
98.85
34,673,606
1.15
24,171,063
1,149,076,824
Michael B. McCallister
2,980,822,621
98.70
39,304,292
1.30
23,995,178
1,149,076,824
John B. McCoy
2,947,864,085
97.59
72,716,317
2.41
23,544,621
1,149,076,824
Joyce M. Roché
2,964,114,018
98.11
57,089,464
1.89
22,921,936
1,149,076,824
Mathew K. Rose
2,959,871,623
97.98
60,948,649
2.02
23,320,746
1,149,076,824
Laura D’Andrea Tyson
2,953,714,351
97.76
67,661,127
2.24
22,736,524
1,149,076,824
 
Proposals Submitted by Board of Directors
The ratification of the appointment of Independent Auditors received the affirmative vote of a majority of the votes cast and was passed.  The advisory approval of executive compensation is non-binding, and the preference of the stockholders was determined by the choice that received the greatest number of votes.
Proposal
Votes Cast For
Votes Cast Against
Abstain
Broker
Non-Votes
Number
% of
Votes Cast
Number
% of
Votes Cast
Ratification of appointment
of Independent Auditors.
 
Advisory approval of
executive compensation.
 
Approve Stock Purchase
and Deferral Plan.
4,096,402,313
 
 
2,836,614,893
 
 
 2,882,886,921
98.33
 
 
94.54
 
 
95.92
69,515,493
 
 
 163,668,871
 
 
 122,779,462
1.67
 
 
5.46
 
 
4.08
27,274,672
 
 
43,816,751
 
 
38,398,265
 
 
 
1,149,076,824
 
 
1,149,076,824


 
 
 



Proposals Submitted by Stockholders
The following proposals failed to receive the affirmative vote of the majority of votes cast and were defeated.
Proposal
Votes Cast For
Votes Cast Against
  
Broker
Non-Votes
Number
% of
Votes Cast
Number
% of
Votes Cast
Abstain
Political contributions report.
 
Lead batteries report.
 
Compensation packages.
 
Independent board chairman.
741,523,628
 
  778,122,074
 
 1,375,377,033
 
  762,178,678
25.36
 
27.05
 
45.89
 
25.41
2,182,003,717
 
2,098,303,255
 
1,621,624,780
 
2,237,863,212
74.64
 
72.95
 
54.11
 
74.59
120,544,185
 
167,678,327
 
47,114,680
 
44,062,732
1,149,076,824
 
    1,149,076,824
 
    1,149,076,824
 
    1,149,076,824




 
 
 




Signature
 
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.
 

 
AT&T INC.
Date: April 29, 2013
By:  /s/ Ann Effinger Meuleman
          Ann Effinger Meuleman
          Senior Vice President and Secretary