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 30, 2012
Vitran Corporation Inc.
(Exact name of registrant as specified in its charter)
| | | | |
| ONTARIO, CANADA | | 001-32449 | | 98-0358363 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
| | | | |
| 185 The West Mall, Suite 701, Toronto, Ontario, Canada | | M9C 5L5 |
| (Address of principal executive offices) | | (Zip code) |
(Registrant’s telephone number, including area code) 416-596-7664
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)) |
Section 5 – Corporate Governance and Management
Item 5.07. Submission of Matters to a Vote of Security Holders
| | On April 24, 2012 the Company held an Annual Meeting of Shareholders at which the following actions were taken: |
| | 1. | The following directors were elected with the indicated number of votes set forth below: |
| | | | | | | | | | | | |
Nominee | | For | | | Withheld | | | Non-Vote | |
|
| |
Richard D. McGraw | | | 8,478,011 | | | | 4,601,560 | | | | 1,368,855 | |
Richard E. Gaetz | | | 12,914,806 | | | | 164,765 | | | | 1,368,855 | |
Anthony F. Griffiths | | | 11,758,110 | | | | 1,321,461 | | | | 1,368,855 | |
John R. Gossling | | | 13,003,659 | | | | 75,912 | | | | 1,368,855 | |
Georges L. Hébert | | | 13,007,653 | | | | 71,918 | | | | 1,368,855 | |
William S. Deluce | | | 11,885,932 | | | | 1,193,639 | | | | 1,368,855 | |
| |
| | 2. | The proposal for the ratification of the appointment of KPMG LLP as Independent Auditors for 2012 was voted on and approved at the meeting by the following vote: |
| | | For: 9,891,502 Withheld: 4,556,324 Non-Vote: Nil |
| | 3. | The advisory resolution to approve the compensation of the named executive officers was voted on at the meeting by the following vote: |
| | | For: 12,712,027 Against: 189,512 Withheld: 178,032 Non-Vote: 1,368,855 |
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.
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| | | | VITRAN CORPORATION INC. |
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| Date: April 30, 2012 | | | | By: | | /s/ Fayaz D. Suleman |
| | | | | | Name: Fayaz D. Suleman |
| | | | | | Title: Vice President Finance and Chief Financial Officer |
