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) April 24, 2013
E. I. du Pont de Nemours and Company
(Exact Name of Registrant as Specified in Its Charter)
|
| | | | |
| Delaware | | 1-815 | | 51-0014090 |
| (State or Other Jurisdiction | | (Commission | | (I.R.S. Employer |
| Of Incorporation) | | File Number) | | Identification No.) |
1007 Market Street
Wilmington, Delaware 19898
(Address of principal executive offices)
Registrant’s telephone number, including area code: (302) 774-1000
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 (17 CFR 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 a Vote of Security Holders
DuPont's Annual Meeting of Stockholders was held on April 24, 2013. A total of 761,788,827 shares of common stock were voted in person or by proxy, representing 82.89 percent of the shares entitled to be voted. The following are the final voting results on proposals considered and voted upon at the meeting, all of which are described in the company's 2013 Proxy Statement.
1. Election of Directors. The 11 nominees listed below were elected to serve on the Board of Directors for the ensuing year. |
| | | | |
| Director | For | Against | Abstentions | Broker Non-Votes |
| L. Andreotti | 615,017,019 | 4,042,692 | 2,254,300 | 140,474,816 |
| R. H. Brown | 595,750,608 | 23,353,875 | 2,209,528 | 140,474,816 |
| R. A. Brown | 614,934,124 | 4,155,759 | 2,224,128 | 140,474,816 |
| B. P. Collomb | 614,925,892 | 4,142,164 | 2,245,955 | 140,474,816 |
| C. J. Crawford | 596,155,607 | 22,956,029 | 2,202,375 | 140,474,816 |
| A. M. Cutler | 588,565,961 | 30,393,746 | 2,354,304 | 140,474,816 |
| E. I. du Pont | 614,963,536 | 4,290,113 | 2,060,362 | 140,474,816 |
| M. A. Hewson | 602,255,301 | 16,921,672 | 2,137,038 | 140,474,816 |
| L. D. Juliber | 598,577,557 | 20,410,095 | 2,326,359 | 140,474,816 |
| E. J. Kullman | 599,758,327 | 17,842,108 | 3,713,576 | 140,474,816 |
| L. M. Thomas | 615,170,682 | 3,940,676 | 2,202,653 | 140,474,816 |
| |
| 2. | Ratification of PricewaterhouseCoopers LLP as the company's Independent Registered Public Accounting Firm. |
|
| | |
| For | 749,212,342 |
|
| Against | 10,024,470 |
|
| Abstentions | 2,552,015 |
|
| Broker Non-Votes | — |
|
The foregoing proposal was approved.
| |
| 3. | Management proposal to approve, by advisory vote, executive compensation. |
|
| | |
| For | 582,793,163 |
|
| Against | 32,684,291 |
|
| Abstentions | 5,836,557 |
|
| Broker Non-Votes | 140,474,816 |
|
The foregoing proposal was approved.
| |
| 4. | Stockholder proposal requesting the Board of Directors adopt a policy that, whenever possible, the Chair of the Board of Directors be a director who has not previously served as an executive officer of the company. |
|
| | |
| For | 208,354,798 |
|
| Against | 408,019,654 |
|
| Abstentions | 4,939,559 |
|
| Broker Non-Votes | 140,474,816 |
|
The foregoing proposal was not approved.
| |
| 5. | Stockholder proposal requesting the Board of Directors prepare a report disclosing the Company's lobbying policy, procedures and payments. |
|
| | |
| For | 199,750,055 |
|
| Against | 398,067,260 |
|
| Abstentions | 23,496,696 |
|
| Broker Non-Votes | 140,474,816 |
|
The foregoing proposal was not approved.
| |
| 6. | Stockholder proposal requesting the Board of Directors review and report on the Company's internal controls related to potential adverse impacts associated with genetically modified organisms. |
|
| | |
| For | 32,626,183 |
|
| Against | 549,018,317 |
|
| Abstentions | 39,669,511 |
|
| Broker Non-Votes | 140,474,816 |
|
The foregoing proposal was not approved.
| |
| 7. | Stockholder proposal requesting the Board of Directors prepare a report reviewing the compensation packages provided to senior executives of the company. |
|
| | |
| For | 39,738,628 |
|
| Against | 557,259,718 |
|
| Abstentions | 24,315,665 |
|
| Broker Non-Votes | 140,474,816 |
|
The foregoing proposal was not approved.
SIGNATURE
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.
|
| |
| | E. I. DU PONT DE NEMOURS AND COMPANY |
| | (Registrant) |
| | |
| | |
| | /s/ Barry J. Niziolek |
| | Barry J. Niziolek |
| | Vice President and Controller |
April 29, 2013
