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
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| Date of Report (Date of Earliest Event Reported): | | May 15, 2014 |
The WhiteWave Foods Company
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(Exact name of registrant as specified in its charter)
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| Delaware | 001-35708 | 46-0631061 |
_____________________
(State or other jurisdiction | _____________
(Commission | ______________
(I.R.S. Employer |
| of incorporation) | File Number) | Identification No.) |
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| 1225 Seventeenth Street, Suite 1000, Denver, Colorado | | 80202 |
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(Address of principal executive offices) | | ___________
(Zip Code) |
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| Registrant’s telephone number, including area code: | | (303) 635-4500 |
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 (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.
The WhiteWave Foods Company (“WhiteWave”) held its 2014 annual meeting of stockholders on May 15, 2014, and the following number of votes was cast for each proposal, as indicated. The following voting results are final.
| 1. | | The stockholders elected two directors, with each director elected to serve a three-year term ending at WhiteWave’s 2017 annual meeting of stockholders. The votes regarding this proposal were as follows: |
| | | | | | | | | | | | | | | | | |
| DIRECTOR | | FOR | | AGAINST | | ABSTAIN | | BROKER NON-VOTE |
| | | | | | | | | | | | | | | | | |
| Gregg L. Engles | | | 111,936,106 | | | | 179,597 | | | | 30,533,271 | | | | 15,810,248 | |
| | | | | | | | | | | | | | | | | |
| Joseph S. Hardin, Jr. | | | 107,873,104 | | | | 155,223 | | | | 34,620,647 | | | | 15,810,248 | |
| | | | | | | | | | | | | | | | | |
| 2. | | The stockholders approved amendments to WhiteWave’s charter prompted by the September 2013 conversion of its Class B common stock into Class A common stock. As a result, WhiteWave now has one class of common stock, which is called “common stock.” The votes regarding this proposal were as follows: |
| | | | | | | | | |
| FOR | | AGAINST | | ABSTAIN |
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| 157,339,650 | | | 217,879 | | | | 901,693 | |
| | | | | | | | | |
| 3. | | The stockholders approved amendments to WhiteWave’s charter prompted by the completion of its separation from Dean Foods Company. The votes regarding this proposal were as follows: |
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| FOR | | AGAINST | | ABSTAIN |
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| 157,290,569 | | | 296,761 | | | | 871,892 | |
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| 4. | | The stockholders ratified the appointment of Deloitte & Touche LLP as WhiteWave’s independent auditor for fiscal 2014. The votes regarding this proposal were as follows: |
| | | | | | | | | |
| FOR | | AGAINST | | ABSTAIN |
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| 157,083,257 | | | 804,647 | | | | 571,318 | |
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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.
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| | | The WhiteWave Foods Company |
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| May 19, 2014 | | By: | | /s/ Roger E. Theodoredis
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| | | | | Name: Roger E. Theodoredis |
| | | | | Title: Executive Vice President, General Counsel and Secretary |
