Item 5.07 Submission of Matters to a Vote of Security Holders-2014
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
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Date of Report (Date of Earliest Event Reported): | | May 2, 2014 |
The Andersons, Inc.
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(Exact name of registrant as specified in its charter)
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Ohio | 000-20557 | 34-1562374 |
_____________________ (State or other jurisdiction | _____________ (Commission | ______________ (I.R.S. Employer |
of incorporation) | File Number) | Identification No.) |
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480 West Dussel Drive, Maumee, Ohio | | 43537 |
_________________________________ (Address of principal executive offices) | | ___________ (Zip Code) |
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Registrant’s telephone number, including area code: | | 419-893-5050 |
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:
[ ] 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.
The annual meeting of the shareholders of The Andersons, Inc. was held on May 2, 2014 to elect nine directors, approve the 2014 Long-Term Incentive Compensation Plan, provide advisory approval or disapproval of executive compensation, and to ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm. The results of the voting are as follows:
Proposal 1 - Election of Directors:
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Director | | For | | Against | | Withheld | | Non Votes |
Michael J. Anderson | | 21,485,299 |
| | — |
| | 810,651 |
| | 3,984,225 |
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Gerard M. Anderson | | 21,513,367 |
| | — |
| | 782,583 |
| | 3,984,225 |
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Catherine M. Kilbane | | 21,509,479 |
| | — |
| | 786,471 |
| | 3,984,225 |
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Robert J. King, Jr. | | 21,604,696 |
| | — |
| | 691,254 |
| | 3,984,225 |
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Ross W. Manire | | 21,613,751 |
| | — |
| | 682,199 |
| | 3,984,225 |
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Donald L. Mennel | | 21,478,912 |
| | — |
| | 817,038 |
| | 3,984,225 |
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Patrick S. Mullin | | 21,966,367 |
| | — |
| | 329,583 |
| | 3,984,225 |
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John T. Stout, Jr. | | 21,620,722 |
| | — |
| | 675,228 |
| | 3,984,225 |
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Jacqueline F. Woods | | 21,552,436 |
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| | 743,514 |
| | 3,984,225 |
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Proposal 2 - Approval of the 2014 Long-Term Compensation Plan:
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For: | | 19,365,152 |
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Against: | | 2,747,575 |
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Abstain: | | 183,223 |
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Non Votes: | | 3,984,225 |
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Proposal 3 - Advisory approval or disapproval of executive compensation (non-binding):
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For: | | 21,810,123 |
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Against: | | 294,944 |
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Abstain: | | 190,883 |
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Non Votes: | | 3,984,225 |
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Proposal 4 - Ratification of appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm for the year ending December 31, 2014:
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For: | | 25,947,577 |
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Against: | | 135,695 |
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Abstain: | | 196,903 |
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Non Votes: | | — |
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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.
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| | The Andersons, Inc. | | |
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May 5, 2014 | | By: | | /s/ John Granato |
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| | | | Name: John Granato |
| | | | Chief Financial Officer |
| | | | (Principal Financial Officer) |