Attached files
| file | filename |
|---|---|
| EX-99.1 - EXHIBIT 99.1 - COLLECTIVE BRANDS, INC. | v314443_ex99-1.htm |
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 24, 2012
Collective Brands, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 1-14770 | 43-1813160 | ||
|
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
|
3231 Southeast Sixth Avenue, Topeka, Kansas |
66607 | |||
| (Address of principal executive offices) | (Zip Code) | |||
(785) 233-5171
(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 is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions 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
(a) The annual meeting of stockholders of the Company was held on May 24, 2012
(b) The stockholders elected all of the Company's nominees for director; approved the advisory vote on executive compensation; ratified the appointment of Deloitte & Touche LLP as the Company's independent registered accounting firm for the fiscal year 2012; approved the Amended and Restated Collective Brand’s, Inc. Incentive Compensation Plan; and approved the 2012 Collective Brands, Inc. Stock Incentive Plan. The final results of voting on each of the matters submitted to a vote of stockholders during the Registrant's annual meeting of stockholders on May 24, 2012 are as follows:
| Broker | ||||
| For | Withheld | Non-Votes | ||
| 1. Election of Directors: | ||||
| Mylle H. Mangum | 37,751,379 | 12,275,521 | 5,471,085 | |
| John M. McGovern | 40,378,150 | 9,648,750 | 5,471,085 | |
| D. Scott Olivet | 40,399,432 | 9,627,468 | 5,471,085 |
Under the Registrant's Charter, each of the directors was elected,
having received more votes "for" than "against."
| Broker | ||||
| For | Against | Abstention | Non-Votes | |
| 2. Advisory Vote on Executive Compensation | 47,905,942 | 1,605,817 | 515,339 | 5,471,085 |
| For | Against | Abstention | ||
| 3. Ratification of Deloitte & Touche LLP | 55,230,897 | 198,916 | 68,370 |
| Broker | ||||
| For | Against | Abstention | Non-Votes | |
| 4. Approve the Amended and Restated Collective Brands, Inc. Incentive Compensation Plan | 49,348,386 | 483,647 | 195,065 | 5,471,085 |
| Broker | ||||
| For | Against | Abstention | Non-Votes | |
| 5. Approve the 2012 Collective Brands, Inc. Stock Incentive Plan | 43,729,483 | 6,145,828 | 151,787 | 5,471,085 |
| 2 |
Item 9.01. Financial Statements and Exhibits
(a) Financial statements:
None
(b) Pro forma financial information:
None
(c) Shell company transactions:
None
(d) Exhibits
99.1 Press Release of Collective Brands, Inc. dated May 24, 2012
SIGNATURE
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.
| Dated: May 24, 2012 | COLLECTIVE BRANDS, INC. | |
| By: | /s/ Douglas G. Boessen | |
| Douglas G. Boessen | ||
| Division Senior Vice President - Chief Financial Officer and Treasurer | ||
| 3 |
Exhibit Index
| Exhibit No. | Description |
| 99.1 | Press Release of Collective Brands, Inc. dated May 24, 2012 |
| 4 |