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 21, 2011 (April 20, 2011)

 


 

Walter Energy, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-13711

 

13-3429953

(State or other jurisdiction of
incorporation
or organization)

 

Commission File No.

 

(I.R.S. Employer Identification No.)

 

 

 

4211 W. Boy Scout Boulevard
Tampa, Florida 33607
(813) 871-4811

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive
offices)

 

N/A

(Former Name or Former Address, if Changed from 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:

 

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

 

Walter Energy, Inc. (the “Company”) held its annual meeting of stockholders on April 20, 2011. The stockholders of the Company voted on the following four items:

 

1.     The election of ten directors.

 

2.     An advisory vote on executive compensation.

 

3.     An advisory vote on the frequency of future advisory votes on executive compensation.

 

4.     Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal year ending 2011.

 

The final voting results were as follows:

 

 

 

Number of shares
outstanding at
the record date

 

Total shares
present in
person or

by proxy

 

common stock

 

53,202,993

 

47,888,513

 

 

Proposal 1 and 2. Each of the directors listed below was re-elected as a director of the Company. The nominees for director were elected based on the following votes.

 

Director

 

Votes For

 

Votes Withheld

 

Broker Non-Votes

 

 

 

 

 

 

 

 

 

Howard L. Clark, Jr.

 

43,797,337

 

760,966

 

3,330,210

 

 

 

 

 

 

 

 

 

Jerry W. Kolb

 

43,968,523

 

589,780

 

3,330,210

 

 

 

 

 

 

 

 

 

Patrick A. Kriegshauser

 

44,380,690

 

177,613

 

3,330,210

 

 

 

 

 

 

 

 

 

Joseph B. Leonard

 

43,309,279

 

1,249,024

 

3,330,210

 

 

 

 

 

 

 

 

 

Bernard G. Rethore

 

43,961,625

 

596,678

 

3,330,210

 

 

 

 

 

 

 

 

 

Michael T. Tokarz

 

39,666,123

 

4,892,180

 

3,330,210

 

 

 

 

 

 

 

 

 

A.J. Wagner

 

44,379,925

 

178,378

 

3,330,210

 

 

 

 

 

 

 

 

 

David R. Beatty

 

44,242,615

 

315,688

 

3,330,210

 

 

 

 

 

 

 

 

 

Keith Calder

 

43,839,435

 

718,866

 

3,330,210

 

 

 

 

 

 

 

 

 

Graham Mascall

 

28,770,592

 

15,787,711

 

3,330,210

 

 

Proposal 3. The proposal to approve, on an advisory basis, the executive compensation of the Company’s named executive officers, as disclosed in the proxy statement dated March 16, 2011, received the following votes.

 

Votes For

 

Votes Withheld

 

Abstained

 

Broker Non-Votes

43,390,097

 

1,114,885

 

53,321

 

3,330,213

 

Proposal 4. The proposal to approve, on an advisory basis, the frequency with which stockholders will be provided an advisory vote on executive compensation every three years, received the following votes.

 

One Year

 

Two Years

 

Three Years

 

Abstained

 

Broker Non-Votes

32,595,226

 

121,600

 

11,805,027

 

36,450

 

3,330,210

 

Proposal 5. The proposal to ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal year ending 2011 received the following votes.

 

Votes For

 

Votes Withheld

 

Abstained

 

Broker Non-Votes

47,803,570

 

24,130

 

60,813

 

0

 

2



 

In light of the voting results with respect to the frequency of shareholder votes on executive compensation, the Board of Directors has decided that the Company will hold an annual advisory vote on the compensation of named executive officers until the next required vote on the frequency of shareholder votes on the compensation of executives. The Company is required to hold votes on frequency every six years.

 

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.

 

 

 

 

WALTER ENERGY, INC.

 

 

 

 

Date: April 21, 2011

 

By:

/s/ Catherine C. Bona

 

 

 

Catherine C. Bona, Vice President

 

 

 

Interim General Counsel and Secretary

 

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