Form 8-K 2015-04-22


 
 
 
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
 
Date of Report (Date of earliest event reported):  April 22, 2015
________________________________________________  
WOLVERINE WORLD WIDE, INC.
(Exact name of registrant as specified in its charter)
 
Delaware
 
001-06024
 
38-1185150
(State or other jurisdiction of
incorporation)
 
(Commissoin File Number)
 
(IRS Employer
Identification No.)
9341 Courtland Drive N.E., Rockford, Michigan
 
49351
(Address of principal executive offices)
 
(Zip Code)

Registrant’s telephone number, including area code: (616) 866-5500
________________________________________________

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.
 
On April 22, 2015, the Company held its 2015 Annual Meeting of Stockholders (the “Annual Meeting”), at which the Company’s stockholders approved three proposals. The proposals voted upon at the Annual Meeting and the final results of the stockholder vote on each proposal were as follows:

Item 1: Election of Directors for Terms Expiring in 2018

The stockholders elected three candidates nominated by the Board of Directors to serve as directors of the Company for three-year terms expiring at the annual meeting of stockholders to be held in 2018 or until their respective successors, if any, have been elected and qualified. The following sets forth the results of the voting with respect to each candidate:
Name of Candidate
 
For
 
Authority Withheld
 
Broker Non-Votes
Roxane Divol
 
88,885,090
 
562,189
 
6,428,202
Joseph R. Gromek
 
88,749,709
 
697,570
 
6,428,202
Brenda J. Lauderback
 
88,262,624
 
1,184,655
 
6,428,202


Item 2: Ratification of Appointment of Independent Registered Public Accounting Firm

The stockholders ratified the Audit Committee’s appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal year 2015. The following sets forth the results of the voting with respect to this proposal:
For
 
Against
 
Abstentions
94,282,575
 
1,553,111
 
39,795
The proposal to ratify the appointment of Ernst & Young LLP was a routine matter and, therefore, there were no broker non-votes relating to that matter.


Item 3: Advisory Resolution to Approve Executive Compensation

The stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers disclosed in the Compensation Discussion and Analysis, the Summary Compensation Table and the related compensation tables, notes and narrative in the Proxy Statement for the Annual Meeting. The following sets forth the results of the voting with respect to this proposal:
For
 
Against
 
Abstentions
 
Broker Non-Votes
88,117,710
 
1,156,722
 
172,847
 
6,428,202




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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.
 
 
Dated:
April 27, 2015
WOLVERINE WORLD WIDE, INC.
(Registrant)
 
 
 
 
 
 
 
 
/s/ Brendan M. Gibbons
 
 
Brendan M. Gibbons
 
 
Vice President, General Counsel and Secretary




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