dar-2013.5.09-Vote 8K


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 7, 2013

DARLING INTERNATIONAL INC.
(Exact Name of Registrant as Specified in Charter)
 
 
 
 
Delaware
001-13323
36-2495346
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)

251 O’CONNOR RIDGE BLVD., SUITE 300, IRVING, TEXAS
75038
 
(Address of Principal Executive Offices)
 
(Zip Code)
 
 
 
 
 
Registrant’s telephone number, including area code:
(972) 717-0300

 
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.

At the annual meeting of stockholders held on May 7, 2013, the stockholders elected the Company's Board of Directors and voted upon two Board proposals contained within the Company's Proxy Statement dated March 26, 2013.

The Board nominees were elected with the following vote:

Nominee
For
Against
Abstentions
Broker Non Votes
 
 
 
 
 
Randall C. Stuewe
98,283,814
2,498,453
23,447
8,417,178
O. Thomas Albrecht
97,188,058
3,592,405
25,251
8,417,178
D. Eugene Ewing
98,309,445
2,474,416
21,853
8,417,178
Charles Macaluso
98,677,065
2,103,383
25,266
8,417,178
John D. March
98,348,822
2,431,481
25,411
8,417,178
Michael Rescoe
98,346,642
2,437,052
22,020
8,417,178
Michael Urbut
99,280,274
1,497,772
26,668
8,417,178

The stockholders voted on the following proposals and cast their votes as described below:

Board proposal to ratify the selection of KPMG LLP, independent registered public accounting firm, as the Company's independent registered public accountant for the fiscal year ending December 28, 2013:

For
Against
Abstentions
Broker Non Votes
 
 
 
 
107,517,650
292,515
1,412,727
0

Board proposal to approve, on an advisory basis, the Company's executive compensation:

For
Against
Abstentions
Broker Non Votes
 
 
 
 
82,865,467
16,186,550
1,752,697
8,417,178







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.

 
 
 
 
DARLING INTERNATIONAL INC.
 
 
 
 
 
Date:  May 9, 2013 
By:
/s/ John F. Sterling
 
 
 
John F. Sterling
 
 
 
Executive Vice President and
General Counsel