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 5, 2016
COVANTA HOLDING CORPORATION
(Exact name of Registrant as Specified in Its Charter)
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| Delaware | | 1-06732 | | 95-6021257 | |
(State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) | |
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445 South Street Morristown, New Jersey | | 07960 | | | |
| (Address of principal executive offices) | | (Zip Code) | | | |
(862) 345-5000
(Registrant’s telephone number, including area code)
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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):
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| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12(b)) |
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| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| 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 a Vote of Security Holders.
At the Annual Meeting of Stockholders (the “Annual Meeting”) of Covanta Holding Corporation (the “Company”) held on May 5, 2016, the Company’s stockholders voted on the following proposals:
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| 1. | To elect ten directors to serve a one-year term that will expire at the next Annual Meeting of Stockholders. Each director was elected with the votes cast as follows: |
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| Directors | | For | | Withheld | | Broker Non-Votes |
| David M. Barse | | 95,779,839 |
| | 5,961,033 |
| | 20,016,524 |
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| Ronald J. Broglio | | 98,220,527 |
| | 3,520,345 |
| | 20,016,524 |
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| Peter C.B. Bynoe | | 66,135,949 |
| | 35,604,923 |
| | 20,016,524 |
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| Linda J. Fisher | | 98,453,596 |
| | 3,287,276 |
| | 20,016,524 |
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| Joseph M. Holsten | | 98,357,269 |
| | 3,383,603 |
| | 20,016,524 |
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| Stephen J. Jones | | 98,318,805 |
| | 3,422,067 |
| | 20,016,524 |
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| Anthony J. Orlando | | 93,553,490 |
| | 8,187,382 |
| | 20,016,524 |
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| Robert S. Silberman | | 95,177,728 |
| | 6,563,144 |
| | 20,016,524 |
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| Jean Smith | | 96,970,264 |
| | 4,770,608 |
| | 20,016,524 |
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| Samuel Zell | | 97,184,379 |
| | 4,556,493 |
| | 20,016,524 |
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| 2. | To ratify the appointment of Ernst & Young LLP as our independent registered public accountants for the 2016 fiscal year. |
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| Votes For | | Votes Against | | Abstentions | | Broker Non-Votes |
| 120,861,936 | | 634,786 | | 260,674 | | — |
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 thereunto duly authorized.
Date: May 5, 2016
COVANTA HOLDING CORPORATION
(Registrant)
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| By: | | /s/ Timothy J. Simpson |
| Name: | | Timothy J. Simpson |
| Title: | | Executive Vice President, General Counsel and Secretary |
