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): February 5, 2013
MWI VETERINARY SUPPLY, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 000-51468 | 02-0620757 |
(State or other jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
3041 W. Pasadena Dr., Boise, Idaho 83705
(Address of principal executive offices) (Zip Code)
(208) 955-8930
(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:
| q | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| q | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| q | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| q | 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
The annual meeting of the stockholders (the “Annual Meeting”) of MWI Veterinary Supply, Inc. (the “Company”) was held on February 5, 2013. At the Annual Meeting, the Company’s stockholders approved four proposals. The proposals below are described in the Company’s definitive proxy statement dated December 27, 2012. Of the 12,791,626 shares outstanding and entitled to vote, 12,338,527 shares were represented, constituting a 96.5% quorum. The final results for each of the matters submitted to a vote of shareowners at the Annual Meeting are as follows:
| 1) | Approval of the board’s nominees for director to serve a one year term |
| Nominee | | Votes For | | Votes Withheld | | Broker Non-Vote |
| Keith E. Alessi | | 11,460,135 | | 339,954 | | 538,438 |
| Bruce C. Bruckmann | | 10,349,403 | | 1,450,686 | | 538,438 |
| James F. Cleary, Jr. | | 11,575,766 | | 224,323 | | 538,438 |
| John F. McNamara | | 11,459,089 | | 341,000 | | 538,438 |
| A. Craig Olson | | 11,754,218 | | 45,871 | | 538,438 |
| Robert N. Rebholtz, Jr. | | 11,534,677 | | 265,412 | | 538,438 |
| William J. Robison | | 11,635,380 | | 164,709 | | 538,438 |
| 2) | Ratification of the appointment of Deloitte and Touche LLP as our independent registered public accounting firm for the fiscal year ending September 30, 2013 |
| Votes For | | Votes Against | | Abstentions | | Broker Non-Vote |
| 12,044,980 | | 279,059 | | 14,488 | | 0 |
| 3) | Approval of a non-binding advisory vote on the executive compensation of certain executive officers |
| Votes For | | Votes Against | | Abstentions | | Broker Non-Vote |
| 11,559,984 | | 144,520 | | 95,585 | | 538,438 |
| 4) | Approval of the MWI Veterinary Supply, Inc Annual Incentive Bonus Plan |
| Votes For | | Votes Against | | Abstentions | | Broker Non-Vote |
| 11,489,294 | | 303,526 | | 7,269 | | 538,438 |
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, thereunto duly authorized.
| | | | MWI VETERINARY SUPPLY, INC. |
Date: February 6, 2013 | | By: | /s/ Mary Patricia B. Thompson |
| | | | Mary Patricia B. Thompson |
| | | | Senior Vice President of Finance and Administration, Chief Financial Officer |
