Wdesk | 8-KAnnStkhdrsVotes2013

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 23, 2013



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 23, 2013. Three Company proposals were submitted to stockholders as described in the Company’s Proxy Statement dated March 13, 2013. 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
126,071,796.059
1,422,078.675
590,537.787
40,106,056.000
Karen B. Fagg
126,606,504.962
864,584.367
613,323.192
40,106,056.000
David L. Goodin
126,177,257.737
1,316,441.655
590,713.129
40,106,056.000
A. Bart Holaday
126,041,953.612
1,334,910.380
707,548.529
40,106,056.000
Dennis W. Johnson
126,238,581.456
1,233,885.595
611,945.470
40,106,056.000
Thomas C. Knudson
126,404,824.897
998,189.412
681,398.212
40,106,056.000
Patricia L. Moss
126,145,972.263
1,278,088.270
660,351.988
40,106,056.000
Harry J. Pearce
125,883,382.244
1,550,948.908
650,081.369
40,106,056.000
J. Kent Wells
125,851,799.035
1,562,204.511
670,408.975
40,106,056.000
John K. Wilson
126,233,818.233
1,138,466.933
712,127.355
40,106,056.000

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 2013
165,435,064.933
1,748,570.707
1,006,832.881

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
Proposal to approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers
123,138,302.415
3,242,028.514
1,704,081.592
40,106,056.000

The proposal was approved, on a non-binding advisory basis, 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 25, 2013

 
MDU Resources Group, Inc.
 
 
 
 
 
By:
 /s/ Paul K. Sandness
 
 
 
 
 
Paul K. Sandness
 
 
General Counsel and Secretary