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 3, 2012
Tesoro Corporation
(Exact name of registrant as specified in its charter)
Delaware | 1-3473 | 95-0862768 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||
19100 Ridgewood Pkwy San Antonio, Texas | 78259-1828 | |
(Address of principal executive offices) | (Zip Code) | |
(210) 626-6000
(Registrant's telephone number,
including area code)
Not Applicable
(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.):
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
o | 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 Annual Meeting of Stockholders of Tesoro Corporation (the “Company”) was held on May 3, 2012. There were 140,666,680 shares of common stock entitled to vote, and 123,182,050 (or 87.6%) shares present in person or by proxy at the Annual Meeting.
Three items of business were acted upon by stockholders at the Annual Meeting. The voting results are as follows:
1. | Election of Directors. | |
Stockholders elected the nine nominees for Director to hold office until the 2012 Annual Meeting of Stockholders or until their successors are qualified and elected. | |||
NAME | FOR | AGAINST | WITHHELD | BROKER NON-VOTES |
Rodney F. Chase | 109,381,054 | 562,217 | 88,463 | 13,150,316 |
Gregory J. Goff | 107,287,206 | 2,677,725 | 66,803 | 13,150,316 |
Robert W. Goldman | 107,973,091 | 1,973,431 | 85,211 | 13,150,316 |
Steven H. Grapstein | 106,047,323 | 3,910,241 | 74,168 | 13,150,316 |
David Lilley | 109,352,650 | 574,898 | 77,131 | 13,150,316 |
J.W. Nokes | 107,076,521 | 2,882,037 | 73,175 | 13,150,316 |
Susan Tomasky | 109,407,823 | 554,266 | 69,644 | 13,150,316 |
Michael E. Wiley | 107,092,014 | 2,865,468 | 74,252 | 13,150,316 |
Patrick Y. Yang | 109,469,749 | 493,682 | 68,304 | 13,150,316 |
2. | Advisory vote on executive compensation. | |
FOR | AGAINST | ABSTAINED | BROKER NON-VOTES |
105,734,807 | 4,010,017 | 286,649 | 13,150,577 |
3. | Ratification of the Appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2012. | |
FOR | AGAINST | ABSTAINED | BROKER NON-VOTES |
122,323,976 | 700,034 | 158,040 | — |
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SIGNATURES
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.
Date: May 8, 2012
TESORO CORPORATION | |||
By: | /s/ CHARLES S. PARRISH | ||
Charles S. Parrish | |||
Executive Vice President, General Counsel and Secretary | |||
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