Current Report Filing (8-k)
July 01 2016 - 5:26PM
Edgar (US Regulatory)
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): June 30, 2016
Yahoo! Inc.
(Exact name
of registrant as specified in its charter)
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Delaware
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000-28018
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77-0398689
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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701 First Avenue
Sunnyvale, California
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94089
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(Address of principal executive offices)
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(Zip Code)
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(408) 349-3300
(Registrants telephone number, including area code)
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:
¨
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 5.07. Submission of Matters to a Vote of Security Holders.
Annual Meeting Results
On June 30,
2016, Yahoo! Inc. (the Company) held its 2016 Annual Meeting of Shareholders (the Annual Meeting). At the Annual Meeting, the Companys shareholders voted on the election of directors and the other proposals described in
the Companys definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on May 23, 2016. The number of votes cast for and against and the number of abstentions and broker non-votes with respect to each
matter voted on are set forth below.
1. Election of Directors
. At the Annual Meeting, the shareholders elected each director nominee to the
Companys Board of Directors (the Board) by the following votes:
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Nominee
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Votes For
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Votes Against
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Abstentions
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Broker Non-Votes
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Tor R. Braham
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639,762,607
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18,054,740
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12,557,986
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119,239,370
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Eric K. Brandt
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613,293,946
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41,952,791
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15,128,596
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119,239,370
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David Filo
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610,162,609
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45,209,621
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15,003,103
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119,239,370
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Catherine J. Friedman
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602,041,829
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53,142,454
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15,191,049
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119,239,370
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Eddy W. Hartenstein
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626,240,863
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31,444,731
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12,689,739
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119,239,370
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Richard S. Hill
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618,462,864
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39,169,373
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12,743,096
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119,239,370
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Marissa A. Mayer
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554,685,014
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104,906,238
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10,784,080
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119,239,370
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Thomas J. McInerney
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622,631,891
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32,597,082
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15,146,360
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119,239,370
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Jane E. Shaw, Ph.D.
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596,588,391
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58,666,075
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15,120,866
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119,239,370
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Jeffrey C. Smith
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564,720,198
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93,134,694
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12,520,439
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119,239,370
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Maynard G. Webb, Jr.
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595,940,508
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59,327,370
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15,107,454
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119,239,370
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2. Advisory Vote on Executive Compensation.
The shareholders approved, on an advisory, non-binding basis, the
Companys executive compensation by the following vote:
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Votes For
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Votes Against
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Abstentions
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Broker Non-Votes
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534,055,672
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119,377,355
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16,942,305
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119,239,370
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3. Ratification of Independent Auditors.
The shareholders ratified the appointment of PricewaterhouseCoopers LLP as the
independent registered public accounting firm for the Company for the fiscal year ending December 31, 2016 by the following vote:
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Votes For
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Votes Against
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Abstentions
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Broker Non-Votes
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764,010,624
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10,024,518
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15,579,560
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0
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All vote counts above have been rounded to the nearest whole share.
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.
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YAHOO! INC.
(Registrant)
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By:
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/s/ Ronald S. Bell
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Name: Ronald S. Bell
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Title: General Counsel and Secretary
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Date: July 1, 2016
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