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
May 9, 2017 (May 8, 2017)
Date of Report (Date of earliest event reported)
Pitney Bowes Inc.
(Exact name of registrant as specified in its charter)
Delaware | 1-3579 | 06-0495050 |
(State or other jurisdiction of incorporation or organization) | (Commission file number) | (I.R.S. Employer Identification No.) |
3001 Summer Street
Stamford, Connecticut 06926
(Address of principal executive offices)
(203) 356-5000
(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. 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 Company’s Annual Meeting was held on May 8, 2017. |
(b) | Each of the matters submitted to the stockholders was approved by the requisite voting power required for approval of the respective proposal. The results of the voting on the matters submitted to the stockholders are as follows: |
Proposal 1 – Election of Directors
The following individuals were elected to serve as directors of the Company for a one year term expiring at the 2018 Annual Meeting of Stockholders.
Director Nominee | Vote For | Vote Against | Abstain | Broker Non-Vote |
Linda G. Alvarado | 131,043,216 | 4,704,847 | 400,557 | 26,560,794 |
Anne M. Busquet | 131,917,785 | 3,265,028 | 965,807 | 26,560,794 |
Roger Fradin | 133,826,800 | 1,879,729 | 442,091 | 26,560,794 |
Anne Sutherland Fuchs | 132,943,729 | 2,752,266 | 452,625 | 26,560,794 |
S. Douglas Hutcheson | 133,862,949 | 1,846,900 | 438,771 | 26,560,794 |
Marc B. Lautenbach | 133,521,480 | 1,683,437 | 943,703 | 26,560,794 |
Eduardo R. Menascé | 126,633,391 | 9,081,713 | 433,516 | 26,560,794 |
Michael I. Roth | 113,348,182 | 22,399,448 | 400,990 | 26,560,794 |
Linda Sanford | 133,756,968 | 1,971,372 | 420,280 | 26,560,794 |
David L. Shedlarz | 131,479,370 | 4,198,669 | 470,581 | 26,560,794 |
David B. Snow, Jr. | 128,008,193 | 7,722,930 | 417,497 | 26,560,794 |
Proposal 2 – Ratification of the Audit Committee’s Appointment of the Independent Accountants for 2017
The appointment of PricewaterhouseCoopers LLP to serve as the Company’s independent registered public accounting firm for 2017 was ratified. The voting results were as follows:
Vote For | Vote Against | Abstain | Broker Non-Vote |
159,187,860 | 3,030,749 | 490,805 | 0 |
Proposal 3 – A Non-binding Advisory Vote to Approve Executive Compensation
The advisory vote on executive compensation was approved. The voting results were as follows:
Vote For | Vote Against | Abstain | Broker Non-Vote |
131,653,696 | 3,369,163 | 1,125,761 | 26,560,794 |
The board of directors and the Executive Compensation Committee will consider the voting results when making future decisions regarding the executive compensation program.
Proposal 4 – A Non-binding Advisory Vote on the Frequency of Future Advisory Votes to Approve Executive Compensation.
The advisory vote on the frequency of future advisory votes to approve executive compensation was approved. The voting results were as follows:
1 Year | 2 Years | 3 Years | Abstain | Broker Non-Vote |
115,928,885 | 676,811 | 18,818,423 | 724,501 | 26,560,794 |
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.
Pitney Bowes Inc. | |
May 9, 2017 | |
/s/ Daniel Goldstein | |
Daniel Goldstein | |
Executive Vice President, Chief Legal Officer and Corporate Secretary | |