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
THE GOLDMAN SACHS GROUP, INC.
(Exact name of registrant as specified in its charter)
| Delaware | No. 001-14965 | No. 13-4019460 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
| 200 West Street New York, New York |
10282 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (212) 902-1000
N/A
(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:
| ¨ | 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 Shareholders of The Goldman Sachs Group, Inc. was held on May 24, 2012. |
| (b) | The results of the matters submitted to a shareholder vote at the annual meeting were as follows: |
1. Election of Directors: Our shareholders elected the following ten directors to each serve a one-year term expiring on the date of the 2013 annual meeting of shareholders or until his or her successor has been duly chosen and qualified.
| For | Against | Abstain | Broker Non-Votes | |||||||||||||
| Lloyd C. Blankfein |
326,075,987 | 12,069,272 | 877,124 | 64,882,380 | ||||||||||||
| M. Michele Burns |
334,251,822 | 3,990,657 | 779,904 | 64,882,380 | ||||||||||||
| Gary D. Cohn |
332,813,773 | 5,538,322 | 670,288 | 64,882,380 | ||||||||||||
| Claes Dahlbäck |
334,767,446 | 3,491,236 | 763,701 | 64,882,380 | ||||||||||||
| Stephen Friedman |
333,581,166 | 4,726,409 | 714,808 | 64,882,380 | ||||||||||||
| William W. George |
334,882,969 | 3,404,379 | 735,035 | 64,882,380 | ||||||||||||
| James A. Johnson |
283,574,506 | 48,776,433 | 6,671,444 | 64,882,380 | ||||||||||||
| Lakshmi M. Mittal |
330,929,423 | 7,497,818 | 595,142 | 64,882,380 | ||||||||||||
| James J. Schiro |
335,159,231 | 3,221,033 | 642,119 | 64,882,380 | ||||||||||||
| Debora L. Spar |
335,289,878 | 2,618,842 | 1,113,663 | 64,882,380 | ||||||||||||
2. Advisory Vote to Approve Executive Compensation (Say on Pay): Our shareholders approved the say on pay proposal.
| For | Against | Abstain | Broker Non-Votes | |||||||||||
| 318,810,962 | 17,138,047 | 3,073,374 | 64,882,380 | |||||||||||
3. Ratification of Appointment of Independent Registered Public Accounting Firm: Our shareholders ratified the selection of PricewaterhouseCoopers LLP as our independent auditors for the year ended December 31, 2012.
| For | Against | Abstain | ||||||||
| 400,240,580 | 3,130,180 | 534,003 | ||||||||
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4. Shareholder Proposal Regarding Cumulative Voting: Our shareholders did not approve this proposal.
| For | Against | Abstain | Broker Non-Votes | |||||||||||
| 81,215,546 | 256,861,603 | 945,234 | 64,882,380 | |||||||||||
5. Shareholder Proposal Regarding Executive Compensation and Long-Term Performance: Our shareholders did not approve this proposal.
| For | Against | Abstain | Broker Non-Votes | |||||||||||
| 58,513,624 | 275,738,782 | 4,769,977 | 64,882,380 | |||||||||||
6. Shareholder Proposal Regarding Lobbying Expenditures: Our shareholders did not approve this proposal.
| For | Against | Abstain | Broker Non-Votes | |||||||||||
| 25,208,282 | 275,526,519 | 38,287,582 | 64,882,380 | |||||||||||
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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.
| THE GOLDMAN SACHS GROUP, INC. | ||||||||
| (Registrant) | ||||||||
| Date: May 24, 2012 | By: | /s/ Gregory K. Palm | ||||||
| Name: | Gregory K. Palm | |||||||
| Title: | Executive Vice President and General Counsel | |||||||