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): May 26, 2011
JONES LANG LASALLE INCORPORATED
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(Exact name of registrant as specified in its charter)
Maryland 001-13145 36-4150422
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(State or other juris- (Commission File (IRS Employer
diction of incorporation) Number) Identification
No.)
200 East Randolph Drive, Chicago, IL 60601
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (312) 782-5800
Not Applicable
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(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 (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))
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ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
On May 26, 2011, Jones Lang LaSalle Incorporated (the "Company") held its
Annual Meeting of Shareholders (the "Meeting").
Of the 42,909,884 total shares of common stock of the Company that were
issued and outstanding on the record date for the Meeting, March 18, 2011,
39,929,377 shares, constituting 93.05% of the total outstanding shares,
were represented in person or by proxy at the Meeting. The matters voted
upon at the Annual Meeting and the results of such voting are set forth
below based on the information we received on the day of the meeting from
our vote tabulator, Broadridge Investor Communications.
1. The eleven nominees for Directors were elected to serve one-year
terms to expire at the annual meeting of shareholders in 2012,
as follows:
Nominee For Against Abstain
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Hugo Bague' 35,433,330 237,320 5,316
Colin Dyer 35,525,310 149,418 1,238
Darryl Hartley-Leonard 35,455,418 213,994 6,554
DeAnne Julius 35,264,181 405,047 6,738
Ming Lu 35,257,965 411,112 6,889
Lauralee E. Martin 33,159,163 2,515,072 1,731
Martin H. Nesbitt 35,654,004 16,646 5,316
Sheila A. Penrose 35,270,353 403,925 1,688
David B. Rickard 35,649,975 19,251 6,740
Roger T. Staubach 35,514,626 159,769 1,571
Thomas C. Theobald 35,152,056 518,600 5,310
In the case of each nominee for Director, there were also 4,253,411
broker non-votes.
2. The non-binding advisory proposal regarding executive compensation
("say on pay") was approved by the following shareholder vote:
For Against Abstain
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28,731,016 4,640,174 2,304,776
There were 4,253,411 broker non-votes on this proposal.
3. The non-binding advisory proposal regarding the frequency of future
executive compensation votes ("say on frequency") received the
following shareholder votes:
One Year Two Years Three Years Abstain
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30,956,496 25,065 3,195,378 1,499,027
The one-year frequency vote was consistent with the recommendation of
the Board of Directors. Accordingly, the Company will hold an annual
advisory vote on executive compensation.
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4. The proposal to amend the Company's Articles of Incorporation to
permit the holders of 30% of the outstanding shares of the Company's
common stock to call for a special meeting of shareholders received
the following shareholder votes:
For Against Abstain
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39,870,939 38,146 20,292
The shares voted For the above proposal represented more than 80% of
the total outstanding shares of our common stock. Accordingly, the
Company will amend its Articles of Incorporation as indicated and
will also make a conforming amendment to its By-Laws.
5. The appointment of KPMG, LLP to serve as our independent registered
public accounting firm for the year 2011 was ratified by the
following shareholder vote:
For Against Abstain
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39,607,295 316,454 5,628
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the Registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
JONES LANG LASALLE INCORPORATED
Dated: June 1, 2011
By: /s/ Mark J. Ohringer
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Name: Mark J. Ohringer
Title: Executive Vice President,
Global General Counsel
and Corporate Secretary
