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) May 11, 2016
Dominion Resources, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Virginia
(State or other jurisdiction
of incorporation) | 001-08489
(Commission
File Number) | 54-1229715
(IRS Employer
Identification No.) |
120 Tredegar Street
Richmond, Virginia
(Address of Principal Executive Offices) |
23219
(Zip Code)
|
Registrant's Telephone Number, Including Area Code (804) 819-2000
(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 (see General Instruction A.2. below):
☐ 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
Our Annual Meeting of Shareholders was held on May 11, 2016. Results of items presented for voting are listed below.
The following nominees were elected to the Board of Directors for a one-year term or until next year's annual meeting: William P. Barr, Helen E. Dragas, James O. Ellis, Jr., Thomas F. Farrell II, John W. Harris, Mark J. Kington, Pamela J. Royal, Robert H. Spilman, Jr., Michael E. Szymanczyk, and David A. Wollard. The votes cast with respect to all of the nominees presented at the annual meeting were as follows:
Nominee | | Votes
For | | Votes
Against | Votes Abstained | | Broker
Non-vote | |
| | | | | | | | | |
| William P. Barr | 391,992,616 | 2,845,890 | 1,202,587 | 91,508,497 | | |
| Helen E. Dragas | 390,819,622 | 3,975,023 | 1,246,448 | 91,508,497 | | |
| James O. Ellis, Jr. | 392,333,038 | 2,486,237 | 1,221,818 | 91,508,497 | | |
| Thomas F. Farrell II | 378,146,600 | 15,517,392 | 2,377,101 | 91,508,497 | | |
| John W. Harris | 335,568,197 | 59,220,822 | 1,250,320 | 91,510,251 | | |
| Mark J. Kington | 390,942,773 | 3,836,969 | 1,261,351 | 91,508,497 | | |
| Pamela J. Royal | 391,422,358 | 3,388,092 | 1,230,643 | 91,508,497 | | |
| Robert H. Spilman, Jr. | 391,747,848 | 3,026,018 | 1,267,227 | 91,508,497 | | |
| Michael E. Szymanczyk | 391,957,974 | 2,822,222 | 1,260,897 | 91,508,497 | | |
| David A. Wollard | 387,798,375 | 6,944,403 | 1,298,315 | 91,508,497 | | |
| | | | | | | | | |
The appointment of Deloitte & Touche LLP as our independent auditors for 2016 was ratified by shareholders as follows:
Votes For | | Votes Against | | Votes Abstained |
| 482,972,187 | | 3,213,867 | | 1,363,536 |
Shareholders approved an advisory vote on approval of executive compensation ("say on pay"). The vote was as follows:
Votes For | | Votes Against | | Votes Abstained | | Broker Non-Vote |
| 374,675,078 | | 17,593,327 | | 3,771,841 | | 91,508,497 |
A shareholder proposal requesting the Company to provide a report on lobbying was not approved. The vote was as follows:
Votes For | | Votes Against | | Votes Abstained | | Broker Non-Vote |
| 42,922,310 | | 337,353,588 | | 15,764,348 | | 91,508,497 |
A shareholder proposal requesting the Company to provide a report on the potential impact of the denial of a certificate for North Anna 3 was not approved. The vote was as follows:
Votes For | | Votes Against | | Votes Abstained | | Broker Non-Vote |
| 16,298,048 | | 359,911,264 | | 19,830,398 | | 91,508,497 |
A shareholder proposal requesting the Company to permit shareholders to act by written consent was not approved. The vote was as follows:
Votes For | | Votes Against | | Votes Abstained | | Broker Non-Vote |
| 157,226,483 | | 234,613,665 | | 4,199,998 | | 91,508,497 |
A shareholder proposal requesting the Company be required to nominate at least one director with environmental expertise was not approved. The vote was as follows:
Votes For | | Votes Against | | Votes Abstained | | Broker Non-Vote |
| 69,820,498 | | 296,255,390 | | 29,964,258 | | 91,508,497 |
A shareholder proposal requesting the Company to provide a report on the financial risks to Dominion posed by climate change was not approved. The vote was as follows:
Votes For | | Votes Against | | Votes Abstained | | Broker Non-Vote |
| 82,543,859 | | 279,537,140 | | 33,958,314 | | 91,508,497 |
A shareholder proposal requesting the Company to provide a report on the impact of climate change driven technology changes was not approved. The vote was as follows:
Votes For | | Votes Against | | Votes Abstained | | Broker Non-Vote |
| 80,512,013 | | 297,256,775 | | 18,270,525 | | 91,508,497 |
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.
DOMINION RESOURCES, INC.
Registrant |
| |
| /s/ Carter M. Reid |
Carter M. Reid
Senior Vice President, Chief Administrative & Compliance Officer and Corporate Secretary |
| |
Date: May 11, 2016
