UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Date of Report (Date of earliest event reported): May 24, 2013 (May 23, 2013)
(Exact Name of Registrant as Specified in Charter)
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(Registrant’s Telephone Number, Including Area Code)
(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))
Item 5.07. Submission of Matters to a Vote of Security Holders
At the 2013 Annual Meeting of Shareholders held on May 23, 2013, the following proposals were voted on and approved by the Company’s shareholders:
(1) |
Election of three directors in Class I for a term of three years and one director in Class II for a term of one year and until their successors are duly elected and qualified: |
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FOR |
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WITHHELD |
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BROKER NON VOTES |
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Class I |
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James A. Deal |
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27,417,786 |
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984,794 |
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1,125,524 |
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Steven I. Geringer |
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27,962,988 |
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439,592 |
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1,125,524 |
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Claire M. Gulmi |
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24,794,294 |
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3,608,286 |
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1,125,524 |
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Class II |
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Joey A. Jacobs |
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28,130,125 |
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272,455 |
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1,125,524 |
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In addition to the foregoing directors, the remaining directors not up for re-election at the Annual Meeting continue to serve on the Board of Directors.
(2) |
Approval, on an advisory basis, of the Company's executive compensation: |
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FOR |
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AGAINST |
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ABSTAIN |
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BROKER NON VOTES |
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27,453,624 |
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926,442 |
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22,514 |
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1,125,524 |
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(3) |
Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2013: |
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FOR |
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AGAINST |
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ABSTAIN |
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BROKER NON VOTES |
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28,916,497 |
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569,094 |
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42,513 |
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- |
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2
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.
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3