WebFilings | MDU 4.27.12 Form 8-K



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): April 24, 2012



MDU Resources Group, Inc.
(Exact name of registrant as specified in its charter)
 
 
 
 
 
Delaware
 
1-3480
 
41-0423660
(State or other jurisdiction of incorporation)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)
 
 
 
 
 
1200 West Century Avenue
P.O. Box 5650 
Bismarck, North Dakota 58506-5650 
(Address of principal executive offices)
(Zip Code)

Registrant’s telephone number, including area code: (701) 530-1000


______________


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.

MDU Resources Group, Inc.’s (the “Company”) Annual Meeting of Stockholders was held on April 24, 2012. Three Company proposals were submitted to stockholders as described in the Company’s Proxy Statement dated March 9, 2012. The proposals and the results of the stockholder vote are as follows.

 
Shares
For
Shares
Against
Abstentions
Broker
Non-Votes
Proposal to elect ten directors for one-year terms:

 
 
 
 
Thomas Everist
124,123,793.138
4,427,134.040
587,019.576
40,283,518.00
Karen B. Fagg
124,841,973.487
3,614,845.789
681,127.478
40,283,518.00
Terry D. Hildestad
126,064,950.776
2,543,424.335
529,571.643
40,283,518.00
A. Bart Holaday
126,703,894.371
1,783,485.409
650,566.974
40,283,518.00
Dennis W. Johnson
125,915,017.194
2,561,355.640
661,573.920
40,283,518.00
Thomas C. Knudson
125,332,609.819
3,182,265.615
623,071.320
40,283,518.00
Richard H. Lewis
126,939,919.224
1,557,634.745
640,392.785
40,283,518.00
Patricia L. Moss
125,049,949.020
3,474,551.340
613,446.394
40,283,518.00
Harry J. Pearce
125,852,474.232
2,705,280.641
580,191.881
40,283,518.00
John K. Wilson
127,166,109.283
1,350,388.606
621,448.865
40,283,518.00

All of the Company’s nominees were elected, having received more votes cast “for” their election than “against” their election.

 
Shares
For
Shares
Against
Abstentions
 
Proposal to ratify the appointment of Deloitte & Touche LLP as the Company’s independent auditors for 2012
166,405,409.236
2,156,416.023
856,339.495
 

The proposal was approved, having received the affirmative vote of a majority of the common stock present in person or represented by proxy at the meeting and entitled to vote on the proposal.


 
Shares
For
Shares
Against
Abstentions
Broker
Non-Votes
Advisory vote to approve the compensation of the Company’s named executive officers
119,313,507.654
8,242,133.833
1,582,305.267
40,283,518.00

The proposal was approved, in an advisory vote, having received the affirmative vote of a majority of the common stock present in person or represented by proxy at the meeting and entitled to vote on the proposal.




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.


Date: April 27, 2012
MDU Resources Group, Inc.


By:
/s/ Paul K. Sandness
Paul K. Sandness
General Counsel and Secretary