Document


 
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 18, 2018
(Date of earliest event report)
 
 

WEYERHAEUSER COMPANY
(Exact name of registrant as specified in charter)
 
 
 
 
 
 
 
Washington
 
1-4825
 
91-0470860
(State or other jurisdiction of
incorporation or organization)
 
(Commission
File Number)
 
(IRS Employer
Identification Number)

220 Occidental Avenue South
Seattle, Washington 98104-7800
(Address of principal executive offices)
(zip code)
Registrant’s telephone number, including area code:
(206) 539-3000
 
 
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:
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))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934:
o
Emerging growth company
o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
 





TABLE OF CONTENTS
 
 
Item 5.07
Submission of Matters to a Vote of Security Holders
 
SIGNATURES
 





.
Section 5 -
Corporate Governance and Management
Item 5.07.
Submission of Matters to a Vote of Security Holders

Weyerhaeuser Company’s Annual Meeting of Shareholders was held on May 18, 2018. Proxies were solicited pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended, to vote on the following three items of business:

Proposal 1. Shareholders re-elected for one-year terms of service to the board of directors the following director nominees: Mark A. Emmert, Rick R. Holley, Sara Grootwassink Lewis, John F. Morgan Sr., Nicole W. Piasecki, Marc F. Racicot, Lawrence A. Selzer, Doyle R. Simons, D. Michael Steuert, Kim Williams and Charles R. Williamson. The final vote results were as follows:

Nominee
Votes For
Votes Against
Votes to Abstain
Broker Non-Votes
Mark A. Emmert
552,160,021

8,819,004

946,511

105,729,519

Rick R. Holley
551,567,495

9,484,008

874,033

105,729,519

Sara Grootwassink Lewis
555,306,700

5,759,714

859,122

105,729,519

John F. Morgan Sr.
557,853,289

3,223,071

849,176

105,729,519

Nicole W. Piasecki
545,604,421

15,380,465

940,650

105,729,519

Marc F. Racicot
555,305,888

5,642,981

976,667

105,729,519

Lawrence A. Selzer
555,782,274

5,179,893

963,369

105,729,519

Doyle R. Simons
552,016,661

8,959,246

949,629

105,729,519

D. Michael Steuert
548,582,747

12,305,955

1,036,834

105,729,519

Kim Williams
549,777,996

11,155,424

992,116

105,729,519

Charles R. Williamson
548,566,860

12,392,853

965,823

105,729,519


Proposal 2. Shareholders approved, on an advisory and non-binding basis, the compensation of the company's named executive officers as disclosed in the company's definitive proxy materials. The final vote results were as follows:

Votes For
Votes Against
Votes to Abstain
Broker Non-Votes
540,396,735
18,707,661
2,821,140
105,729,519


Proposal 3. Shareholders ratified, on an advisory and non-binding basis, the selection and appointment of KPMG LLP as the company’s independent registered public accounting firm for 2018. The final vote results were as follows:

Votes For
Votes Against
Votes to Abstain
Broker Non-Votes
657,181,984
9,188,189
1,284,882
-0-







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.
 
 
WEYERHAEUSER COMPANY
 
 
 
 
By:
 
/s/ Kristy T. Harlan
 
Name:
 
Kristy T. Harlan
 
Its:
 
Senior Vice President, General Counsel and Corporate Secretary

Date: May 21, 2018