8-K 1 form8k052213.htm RADIOSHACK CORPORATION FORM 8-K MAY 22, 2013 form8k052213.htm


 
 
 
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): May 16, 2013




RADIOSHACK CORPORATION
(Exact name of registrant as specified in its charter)


Delaware
1-5571
75-1047710
(State or other jurisdiction of incorporation)
 
(Commission File Number)
(I.R.S. Employer Identification No.)
     
300 RadioShack Circle, Mail Stop CF3-203, Fort Worth, Texas                                                                                                                           76102
(Address of principal executive offices)
           (Zip Code)

Registrant’s telephone number, including area code: (817) 415-3011

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:

¨
Written communications pursuant to Rule 425 under the Securities Act
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
 
 
 
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Section 5 – Corporate Governance and Management
Item 5.07.  Submission of Matters to a Vote of Security Holders.

On May 16, 2013, the Company held its Annual Meeting of Shareholders at the Norris Conference Centers in Fort Worth, Texas.  At the meeting, the holders of 77,143,631 shares of common stock, which represented approximately 76 percent of the outstanding shares entitled to vote as of the record date of March 21, 2013, were represented in person or by proxy.  At the meeting shareholders elected the nine (9) nominees listed below to serve for the ensuing year.  The following table shows the vote tabulations for each person for shares present or represented by proxy at the meeting.

NAME OF DIRECTOR
FOR
AGAINST
ABSTAIN
BROKER NON-VOTES
         
Robert E. Abernathy
51,636,608
1,960,667
209,284
23,337,072
Frank J. Belatti
36,403,954
11,084,956
6,317,649
23,337,072
Julie A. Dobson
50,227,500
3,360,510
218,549
23,337,072
Daniel R. Feehan
39,509,923
14,096,459
200,177
23,337,072
H. Eugene Lockhart
44,135,224
9,460,457
210,878
23,337,072
Joseph C. Magnacca
52,227,505
1,365,192
213,862
23,337,072
Jack L. Messman
37,754,978
9,726,164
6,325,417
23,337,072
Thomas G. Plaskett
37,281,913
10,196,376
6,328,270
23,337,072
Edwina D. Woodbury
37,837,796
9,652,034
6,316,729
23,337,072

 
The shareholders voted on three additional items at the meeting.  The following table shows the vote tabulation for each of these items for shares present or represented by proxy at the meeting.
 

PROPOSAL
FOR
AGAINST
ABSTAIN
BROKER NON-VOTES
         
Ratification of the appointment of PricewaterhouseCoopers, LLP as independent registered public accounting firm for the Company’s 2013 fiscal year.
 
75,422,906
1,194,137
526,588
N/A
A vote to adopt the 2013 Omnibus Incentive Plan.
 
36,743,695
16,277,367
785,497
23,337,072
A non-binding, advisory vote to approve the compensation paid to the named executive officers as disclosed in the Compensation Discussion and Analysis and Executive Compensation sections of the Company’s 2013 proxy statement.
 
24,877,716
28,131,320
797,523
23,337,072
 
Section 9 – Financial Statements and Exhibits
Item 9.01.  Financial Statements and Exhibits.

(d)  Exhibits

Exhibit No.
99.1
Press Release, dated May 16, 2013.

 
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SIGNATURES

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.

 
 
 
RadioShack Corporation
 
 
 
(Registrant)
 
 
 
 
Date: May 22, 2013
 
 
By:
 
 
 
Dorvin D. Lively
 
 
 
Executive Vice President -
 
 
 
Chief Financial Officer and
     
Chief Administrative Officer
 
 
 
(Principal Financial Officer)


 
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INDEX TO EXHIBITS



Exhibit No.
Description of Exhibit
99.1
Press Release, dated May 16, 2013.

 
 
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