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
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
April 21, 2011
(Date of Report/Date of earliest event reported)
(Date of Report/Date of earliest event reported)
SENSIENT TECHNOLOGIES CORPORATION
(Exact name of registrant as specified in its charter)
| WISCONSIN (State or other jurisdiction of incorporation) |
1-7626 (Commission File Number) |
39-0561070 (IRS Employer Identification No.) |
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5304
(Address and zip code of principal executive offices)
(414) 271-6755
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Milwaukee, Wisconsin 53202-5304
(Address and zip code of principal executive offices)
(414) 271-6755
(Registrant’s telephone number, including area code)
N/A
(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:
| 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. |
At the Company’s 2011 Annual Meeting of Shareholders, held on April 21, 2011, the following actions
were taken:
The following Directors were each elected for a one-year term of office:
| Nominee | Votes For | Votes Withheld | Broker Non-Votes | |||||||||
Hank Brown |
43,885,943 | 509,534 | 1,822,111 | |||||||||
Dr. Fergus M. Clydesdale |
42,721,245 | 1,674,232 | 1,822,111 | |||||||||
James A.D. Croft |
42,702,568 | 1,692,909 | 1,822,111 | |||||||||
William V. Hickey |
28,920,248 | 15,475,229 | 1,822,111 | |||||||||
Kenneth P. Manning |
43,408,206 | 987,271 | 1,822,111 | |||||||||
Peter M. Salmon |
43,990,452 | 405,025 | 1,822,111 | |||||||||
Dr. Elaine R. Wedral |
43,984,576 | 410,901 | 1,822,111 | |||||||||
Essie Whitelaw |
42,784,612 | 1,610,865 | 1,822,111 | |||||||||
Pursuant to the terms of the Company’s Proxy Statement, except for broker non-votes, shares
represented at the meeting by executed but unmarked proxies were voted in favor of the nominees.
The compensation of the Company’s named executive officers was approved by shareholders in an
advisory vote, with 29,070,544 shares voted for, 12,553,819 shares voted against, 2,771,114 shares
abstaining and 1,822,111 broker non-votes.
In an advisory vote as to the frequency of the advisory vote on the compensation of our named
executive officers, 29,700,417 shares voted to recommend that the compensation votes be held every
one year, 535,258 shares voted to recommend that the compensation votes be held every two years,
11,614,212 shares voted to recommend that the compensation votes be held every three years,
2,545,590 shares voted to abstain, and there were 1,822,111 broker non-votes.
The shareholders also approved a proposal by the Board of Directors to ratify the appointment of
Ernst & Young LLP as the Company’s independent auditors to conduct the annual audit of the
consolidated financial statements of the Company and its subsidiaries for the year ending December
31, 2011. The shareholders cast 45,575,971 votes in favor of this proposal, 611,281 votes against,
and there were 30,336 votes to abstain.
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.
| SENSIENT TECHNOLOGIES CORPORATION (Registrant) |
||||
| By: | /s/ John L. Hammond | |||
| Name: | John L. Hammond | |||
| Title: | Senior Vice President, General Counsel and Secretary | |||
| Date: | April 25, 2011 | |||