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 - May 24, 2012
(Date of Earliest Event Reported)
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| AK STEEL HOLDING CORPORATION |
| (Exact name of registrant as specified in its charter) |
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| Commission File No. 1-13696 |
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| Delaware | | 31-1401455 |
| (State of Incorporation) | | (I.R.S. Employer Identification No.) |
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9227 Centre Pointe Drive West Chester, OH | | 45069 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant's telephone number, including area code: (513) 425-5000
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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| q | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| q | Solicitation material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| q | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| q | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On May 24, 2012, AK Steel Holding Corporation (the “Company”) held its 2012 Annual Meeting of Stockholders (“Annual Meeting”). Each proposal subject to a vote at the Annual Meeting was described in detail in the Company's 2012 Proxy Statement. With respect to each of the proposals the Company's stockholders voted as indicated below.
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| 1. | Election of Directors (Proposal 1): Stockholders re-elected each of the following: |
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| | For | Against | Abstentions | Broker Non-Votes |
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| Richard A. Abdoo | 40,129,275 |
| 4,906,209 |
| 282,246 |
| 41,310,133 |
| John S. Brinzo | 41,122,388 |
| 3,917,099 |
| 278,244 |
| 41,310,133 |
| Dennis C. Cuneo | 44,076,654 |
| 960,156 |
| 280,921 |
| 41,310,133 |
| William K. Gerber | 44,069,483 |
| 957,022 |
| 291,226 |
| 41,310,133 |
| Dr. Bonnie G. Hill | 39,881,804 |
| 5,161,436 |
| 274,491 |
| 41,310,133 |
| Robert H. Jenkins | 40,014,639 |
| 5,025,743 |
| 277,350 |
| 41,310,133 |
| Ralph S. Michael, III | 41,066,161 |
| 3,967,598 |
| 283,972 |
| 41,310,133 |
| Shirley D. Peterson | 44,023,240 |
| 1,016,932 |
| 277,559 |
| 41,310,133 |
| Dr. James A. Thomson | 42,921,200 |
| 2,111,997 |
| 284,534 |
| 41,310,133 |
| James L. Wainscott | 43,084,532 |
| 1,940,460 |
| 292,739 |
| 41,310,133 |
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| 2. | Ratification of independent registered public accounting firm (Proposal 2): Stockholders ratified the Audit Committee's appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for 2012. |
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| For | Against | Abstentions |
| 83,209,824 | 2,876,926 | 541,113 |
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| 3. | Advisory vote on Named Executive Officer compensation (Proposal 3): Stockholders approved the resolution to approve the compensation of the Named Executive Officers. |
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| For | Against | Abstentions | Broker Non-Votes |
| 31,221,114 | 13,711,595 | 385,022 | 41,310,133 |
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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| | AK STEEL HOLDING CORPORATION | |
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| | By: | /s/ David C. Horn | |
| | | David C. Horn | |
| | | Secretary | |
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| Dated: May 25, 2012 | | | |
