UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Act of 1934
Date of Report (Date of Earliest Event Reported):
May 13, 2014
Commission file number: 001-33084
SUSSER HOLDINGS CORPORATION
(Exact name of registrant as specified in its charter)
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| Delaware | 01-0864257 |
(State or other jurisdiction of
incorporation or organization) | (IRS Employer
Identification No.) |
4525 Ayers Street Corpus Christi, Texas 78415 (Address of principal executive offices, including zip codes) |
Registrant’s telephone number, including area code: (361) 884-2463
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:
o Written communications pursuant to Rule 425 under the Securities Act (17CFR 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 Vote of Security Holders
The Company's annual meeting of shareholders was held on May 13, 2014. Of the approximately 21,649,256 shares of common stock outstanding on the record date, a total of 19,522,034 shares were represented in person or by proxy. Voting results with respect to proposals submitted at that meeting are as follows:
1. To elect two Class II directors to serve terms expiring at the 2017 annual meeting of shareholders.
The proposal was approved, based on the voting results set forth below:
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| Name | Votes For | | Votes Withheld | | Broker Non-Votes |
| Ronald G. Steinhart | 17,838,210 | | 167,432 | | 1,546,392 |
| Sam J. Susser | 17,762,618 | | 243,024 | | 1,546,392 |
2. To consider and act upon a proposal to approve (on an advisory basis) the Company's 2013 executive compensation program.
The proposal was approved, based on the voting results set forth below:
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| | Votes For | | Votes Against | | Abstentions | | Broker Non-Votes |
| Approval of 2013 Executive Compensation Program | 17,585,471 | | 319,647 | | 100,524 | | 1,546,392 |
3. To consider and act upon a proposal to ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the 2014 fiscal year.
The proposal was approved, based on the voting results set forth below:
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| | Votes For | | Votes Against | | Abstentions | | Broker Non-Votes |
| Appointment of Ernst & Young LLP | 19,322,139 | | 146,846 | | 83,049 | | — |
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.
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| | | SUSSER HOLDINGS CORPORATION |
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| Date: May 15, 2014 | By: | /s/ Mary E. Sullivan |
| | Name: | Mary E. Sullivan |
| | Title: | Executive Vice President and Chief Financial Officer |
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