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8-KThe WireRoutine

Shareholder Vote

Filed Sep 25, 2012 · 13y ago · Accession 0000091388-12-000043

Plain English

Material event — a significant development the company must disclose promptly.

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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): September 19, 2012 SMITHFIELD FOODS, INC. (Exact name of registrant as specified in its charter)   Virginia   1-15321   52-0845861     (State or other jurisdiction of incorporation)   (Commission File Number)   (IRS Employer Identification No.)     200 Commerce Street Smithfield, Virginia   23430     (Address of principal executive offices)   (Zip Code)   Registrant's telephone number, including area code: (757) 365-3000 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. The annual meeting of Smithfield Foods Inc. (the “Company”) shareholders was held on September 19, 2012 in Williamsburg, Virginia. At that meeting the Company’s shareholders voted on the matters set forth below: Election of Directors The Company’s shareholders elected the directors nominated in the Company’s proxy statement dated August 9, 2012 to serve a three-year term on the Company’s Board of Directors. The following table sets forth the vote of the shareholders at the meeting with respect to the election of directors: Director For Against Abstain Broker Non-Votes Joseph W. Luter, III 98,812,781 24,265,839 355,244 17,938,419 C. Larry Pope 102,405,882 20,670,972 357,010 17,938,419 Wendell H. Murphy, Sr. 84,430,665 38,605,735 397,464 17,938,419 Paul S. Trible, Jr. 85,608,779 37,434,643 390,442 17,938,419 Amendment of the Articles of Incorporation to Declassify the Board of Directors The Company’s shareholders voted upon and approved an amendment to the Company’s Articles of Incorporation to declassify the Board of Directors. The votes on this proposal were as follows: Votes For Votes Against Votes Abstained Broker Non-Votes 122,645,782 357,958 430,124 17,938,419 Amendment of the Articles of Incorporation to Eliminate Supermajority Voting Requirement The Company’s shareholders voted upon and approved an amendment to the Company’s Articles of Incorporation to eliminate a supermajority voting provision related to the classified board provisions. The votes on this proposal were as follows: Votes For Votes Against Votes Abstained Broker Non-Votes 122,466,558 509,933 457,373 17,938,419 2 Ratification of Independent Auditors The Company’s shareholders voted upon and ratified the selection of Ernst & Young LLP as the independent auditors of the Company for the fiscal year ending April 28, 2013. The votes on this proposal were as follows: Votes For Votes Against Votes Abstained 138,071,949 2,910,301 390,033 There were no broker non-votes with respect to the ratification of our independent auditors. Advisory Vote Regarding the Approval of Compensation Paid to Named Executive Officers The Company’s shareholders voted upon and approved, on an advisory basis, the compensation paid to the Company’s named executive officers. The votes on this proposal were as follows: Votes For Votes Against Votes Abstained Broker Non-Votes 100,621,039 21,244,626 1,568,199 17,938,419      3 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.     SMITHFIELD FOODS, INC.       Date: September 25, 2012   /s/ Michael H. Cole     Michael H. Cole     Vice President, Chief Legal Officer and Secretary 4
Filing details
Ticker
SFD
CIK
91388
Form type
8-K
Filing date
Sep 25, 2012
Report date
Sep 19, 2012
Document
shareholdersmeeting2012.htm
Size
42 KB