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):
April 24, 2012
Newmont Mining Corporation
(Exact name of registrant as specified in its charter)
Delaware
(State or Other Jurisdiction of Incorporation)
001-31240
(Commission File Number)
84-1611629
(I.R.S. Employer Identification No.
6363 South Fiddlers Green Circle, Greenwood Village, CO 80111
(Address of principal executive offices) (zip code)
(303) 863-7414
(Registrant’s telephone number, including area code)
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)) |
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
On April 24, 2012, Newmont Mining Corporation, a Delaware corporation (the “Company”), held its 2012 Annual Meeting of Stockholders (the “Annual Meeting”). The following matters were voted upon at the Annual Meeting: (1) the election of directors; (2) the ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent auditors for 2012; and (3) the advisory vote on the compensation of the Named Executive Officers.
All matters voted on at the Annual Meeting were approved. The voting results were as follows:
Proposal #1 – Election of Directors
| Name |
Votes For | Votes Against |
Abstentions | Broker Non-Votes |
||||||||||||
| Bruce R. Brook |
356,142,411 | 641,636 | 1,060,824 | 37,277,808 | ||||||||||||
| Vincent A. Calarco |
312,356,033 | 42,174,566 | 3,314,272 | 37,277,808 | ||||||||||||
| Joseph A. Carrabba |
344,491,416 | 4,733,321 | 8,620,134 | 37,277,808 | ||||||||||||
| Noreen Doyle |
352,990,293 | 950,668 | 3,903,910 | 37,277,808 | ||||||||||||
| Veronica M. Hagen |
350,400,072 | 834,230 | 6,610,569 | 37,277,808 | ||||||||||||
| Michael S. Hamson |
313,923,800 | 42,247,159 | 1,673,912 | 37,277,808 | ||||||||||||
| Jane Nelson |
356,402,868 | 736,486 | 705,517 | 37,277,808 | ||||||||||||
| Richard T. O’Brien |
353,788,636 | 2,237,108 | 1,819,127 | 37,277,808 | ||||||||||||
| John B. Prescott |
314,422,494 | 42,210,415 | 1,211,962 | 37,277,808 | ||||||||||||
| Donald C. Roth |
350,406,305 | 835,483 | 6,603,083 | 37,277,808 | ||||||||||||
| Simon R. Thompson |
355,955,578 | 822,691 | 1,066,602 | 37,277,808 | ||||||||||||
Mr. Glen A. Barton did not stand for re-election due to the age retirement provision in the Company’s Corporate Governance Guidelines. The Company and the Board of Directors express their deepest appreciation to Mr. Barton for his outstanding and dedicated service and leadership to the Company, for his many contributions to the deliberations of the Board and as a valued member of the committees of the Board.
Proposal #2 – Ratification of Auditors
| Votes For |
387,549,838 | |||
| Votes Against |
6,788,307 | |||
| Abstentions |
784,534 |
Proposal #3 – Advisory Vote on the Compensation of the Named Executive Officers
| Votes For |
338,648,010 | |||
| Votes Against |
14,287,140 | |||
| Abstentions |
4,909,721 | |||
| Broker Non-Votes |
37,277,808 |
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SIGNATURE
Pursuant to the requirements of the Securities and 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.
| By: | /s/ Stephen P. Gottesfeld | |
| Name: | Stephen P. Gottesfeld | |
| Title: |
Senior Vice President, General Counsel and Secretary |
Dated: April 27, 2012
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