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: October 19, 2011 (Date of earliest event reported)
ALLIED NEVADA GOLD CORP.
(Exact Name of Registrant as Specified in Its Charter)
Delaware | 1-33119 | 20-5597115 | ||
(State of Incorporation) | (Commission File Number) |
(I.R.S. Employer Identification) |
9790 Gateway Drive, Suite 200, Reno, Nevada 89521
(Address of principal executive offices)
(775) 358-4455
(Registrants Telephone Number, Including Area Code)
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligations 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 Allied Nevada Gold Corp. (the Company) annual meeting of stockholders was held on Wednesday, October 19, 2011, in Toronto, Canada. The following matters were submitted to a vote of the stockholders, the results of which are as follows:
1. | The Companys stockholders re-elected the following directors to each serve until the next annual meeting of stockholders or until his respective successor is elected and qualified. |
Number of Votes | ||||||||||||||||
For | Against | Abstain | Broker Non- Votes |
|||||||||||||
Robert M. Buchan |
45,593,137 | 20,892,144 | 368,857 | 0 | ||||||||||||
Scott A. Caldwell |
62,329,748 | 4,515,668 | 8,722 | 0 | ||||||||||||
John W. Ivany |
64,119,598 | 2,727,418 | 7,122 | 0 | ||||||||||||
Cameron A. Mingay |
58,553,151 | 8,274,015 | 26,972 | 0 | ||||||||||||
Terry M. Palmer |
64,781,283 | 2,065,733 | 7,122 | 0 | ||||||||||||
Carl Pescio |
66,290,176 | 556,840 | 7,122 | 0 | ||||||||||||
D. Bruce Sinclair |
64,393,768 | 2,432,298 | 28,072 | 0 | ||||||||||||
Robert G. Wardell |
61,214,323 | 5,632,693 | 7,122 | 0 |
2. | The Companys stockholders approved, on an advisory basis, the compensation of the Companys named executive officers. |
Number of Votes | ||||||||||||||
For | Against | Abstain | Broker Non- Votes |
|||||||||||
66,063,086 | 698,794 | 92,258 | 0 |
3. | The Companys stockholders cast the highest number of votes in favor of holding future non-binding advisory votes on the compensation of the Companys named executive officers on an annual basis. |
Number of Votes | ||||||||||||||||||
1 Year | 2 Years | 3 Years | Abstain | Broker Non- Votes |
||||||||||||||
32,910,767 | 5,342,171 | 28,514,037 | 87,163 | 0 |
4. | The Companys stockholders ratified the selection of Ehrhardt Keefe Steiner & Hottman PC as the Companys independent auditors for the fiscal year ending December 31, 2011. |
Number of Votes | ||||||||||||||
For |
Against | Abstain | Broker Non- Votes |
|||||||||||
66,828,509 | 21,363 | 4,266 | 0 |
5. | The Companys stockholders approved the amendment to and restatement of the Companys certificate of incorporation to, among other things, increase the number of authorized shares of the Companys common stock from 100,000,000 to 200,000,000 shares. |
Number of Votes | ||||||||||||||
For | Against | Abstain | Broker Non- Votes |
|||||||||||
60,329,885 | 6,516,875 | 7,378 | 0 |
6. | The Companys stockholders approved the Allied Nevada Gold Corp. Deferred Phantom Unit Plan, as amended and restated. |
Number of Votes | ||||||||||||||
For | Against | Abstain | Broker Non- Votes |
|||||||||||
60,878,490 | 5,932,256 | 43,392 | 0 |
7. | The Companys stockholders approved the Allied Nevada Gold Corp. Deferred Share Unit Plan. |
Number of Votes | ||||||||||||||
For | Against | Abstain | Broker Non- Votes |
|||||||||||
61,240,287 | 5,570,791 | 43,060 | 0 |
The matters acted upon at the Companys annual meeting of stockholders are described in more detail in the Companys proxy statement on Schedule 14A, filed with the Securities and Exchange Commission on September 26, 2011.
SIGNATURES
Pursuant to requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused to be signed on its behalf by the undersigned, thereunto duly authorized.
Dated: October 25, 2011 | Allied Nevada Gold Corp. | |||||
By: | /s/ Hal D. Kirby | |||||
Hal D. Kirby | ||||||
Executive Vice President and Chief Financial Officer |