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): May 20, 2011
THE WESTERN UNION COMPANY
(Exact name of registrant as specified in its charter)
| Delaware | 001-32903 | 20-4531180 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| 12500 East Belford Avenue Englewood, Colorado |
80112 | |
| (Address of principal executive offices) | (Zip Code) |
(866) 405-5012
(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:
| ¨ | 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 Western Union Company (the “Company”) held its Annual Meeting of Stockholders on Friday, May 20, 2011. At the Annual Meeting, the stockholders of the Company: (i) elected the persons listed below to serve as directors of the Company for a three-year term; (ii) ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2011; (iii) on an advisory basis, voted in favor of the compensation of the Company’s named executive officers, as set forth in the Company’s 2011 annual meeting proxy statement; (iv) on an advisory basis, voted in favor of a one-year frequency of the advisory vote on executive compensation; and (v) voted in favor of a non-binding stockholder proposal recommending that the board of directors take steps to eliminate the classification of the board and require all directors to stand for election on an annual basis. The final voting results for the matters voted upon at the meeting are as follows:
Proposal 1: Election of Directors.
| Name | Votes For | Votes Against |
Abstentions | Broker Non-Votes | ||||
| Hikmet Ersek |
525,736,844 | 2,170,799 | 167,732 | 32,996,774 | ||||
| Jack M. Greenberg |
491,396,510 | 36,521,101 | 157,764 | 32,996,774 | ||||
| Linda Fayne Levinson |
483,077,689 | 44,565,805 | 431,881 | 32,996,774 |
Proposal 2: Ratification of Selection of Auditors.
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
| 545,728,489 |
15,129,088 | 214,572 | 0 |
Proposal 3: Advisory Vote on Executive Compensation.
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
| 505,482,419 |
22,120,450 | 472,506 | 32,996,774 |
Proposal 4: Advisory Vote on the Frequency of the Vote on Executive Compensation.
| 1-Year | 2-Year | 3-Year | Abstentions | Broker Non-Votes | ||||
| 482,925,716 |
1,606,134 | 43,339,465 | 203,930 | 32,996,904 |
Proposal 5: Non-Binding Stockholder Proposal on the Elimination of the Classification of the Board of Directors.
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
| 460,875,889 |
66,838,104 | 356,237 | 33,001,919 |
SIGNATURE
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.
| THE WESTERN UNION COMPANY | ||||||
| Dated: May 24, 2011 | By: | /s/ Darren A. Dragovich | ||||
| Name: | Darren A. Dragovich | |||||
| Title: | Assistant Secretary | |||||