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): January 10, 2012
BENIHANA INC.
(Exact name of registrant as specified in its charter)
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Delaware
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0-26396
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65-0538630
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(State or other jurisdiction
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(Commission
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(I.R.S. Employer
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of incorporation)
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File Number)
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Identification No.)
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| 8685 Northwest 53rd Terrace, Miami, Florida | 33166 | ||
| (Address of principal executive offices) | (Zip Code) |
Registrant's telephone number, including area code: (305) 593-0770
None
Former name or former address, if changed since last report
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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.):
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o
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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o
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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o
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
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o
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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
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Submission of Matters to Vote of Security Holders.
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On January 10, 2012, Benihana Inc. (the “Company”) held its 2011 Annual Meeting of Stockholders. The stockholders voted on the matters set forth below.
1. The nominees for election to the Board of Directors were elected:
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Election of Directors:
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FOR | WITHHOLD | |
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J. Ronald Castell
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13,164,463
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1,238,283
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Michael S. Kaufman
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14,067,171
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335,625
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Richard T. Snead
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14,171,646
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231,150
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2. The proposal to approve, on an advisory basis, the Company’s executive compensation was approved based on the following votes:
| FOR | AGAINST | ABSTAIN | ||
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11,599,473
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343,835
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2,459,488
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3. The vote, on an advisory basis, on the frequency of future advisory votes on executive compensation:
| 1 YEAR | 2 YEARS | 3 YEARS | ABSTAIN | ||
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7,132,035
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95,994
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6,691,963
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489,404
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4. The proposal to ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accountants for fiscal year 2012 was approved based upon the following votes:
| FOR | AGAINST | ABSTAIN | |||||
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16,228,489
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574,800
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19,454
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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 thereunto duly authorized.
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BENIHANA INC.
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Dated: January 13, 2012
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By: /s/ J. David Flanery | |
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J. David Flanery
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Chief Financial Officer
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