Current Report Filing (8-k)
May 31 2017 - 5:02PM
Edgar (US Regulatory)
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: May 25, 2017
LEUCADIA NATIONAL CORPORATION
(Exact name of registrant as specified in its charter)
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New York
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1-5721
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13-2615557
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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520 Madison Avenue, New York, New York
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10022
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code:
212-460-1900
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 (
see
General Instruction A.2. below):
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☐
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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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Indicate by check mark whether the registrant is an emerging growth company as
defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule
12b-2
of the Securities Exchange Act of 1934
(§240.12b-2
of this chapter).
Emerging growth company: ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended
transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.07
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Submission of Matters to a Vote of Security Holders
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We held our Annual Meeting of Shareholders on
May 25, 2017.
The advisory vote on executive compensation was approved by 88% of the shares voting on the matter. Voting results were as
follows:
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Number of Shares
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For
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256,489,906
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Against
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36,264,639
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Abstain
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925,226
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Broker
Non-Votes
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36,031,615
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Voting results of the advisory vote on the frequency of future votes to approve executive compensation were as follows:
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Number of Shares
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Every Year
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264,394,969
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Every Two Years
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339,395
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Every Three Years
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28,393,117
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Abstain
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552,293
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Broker
Non-Votes
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36,031,612
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Management intends to continue to hold the advisory vote to approve executive compensation every year.
Our incumbent directors were
re-elected
to our Board of Directors and received the following votes:
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Number of Shares
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For
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Against
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Abstain
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Broker
Non-Votes
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Linda L. Adamany
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292,185,239
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1,264,689
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230,275
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36,031,183
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Robert D. Beyer
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287,290,849
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6,163,992
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225,363
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36,031,182
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Francisco L. Borges
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292,141,641
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1,309,457
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229,105
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36,031,183
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W. Patrick Campbell
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291,921,167
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1,515,687
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243,349
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36,031,183
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Brian P. Friedman
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289,580,084
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3,812,272
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287,849
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36,031,181
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Richard B. Handler
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290,968,031
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2,506,299
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205,871
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36,031,185
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Robert E. Joyal
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287,493,097
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5,942,207
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244,899
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36,031,183
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Jeffrey C. Keil
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289,166,377
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4,266,559
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247,267
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36,031,183
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Michael T. OKane
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287,695,821
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5,736,539
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247,843
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36,031,183
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Stuart H. Reese
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292,137,077
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1,319,209
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223,917
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36,031,183
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Joseph S. Steinberg
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244,232,122
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49,252,584
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195,068
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36,031,612
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Our shareholders ratified the selection of Deloitte & Touche LLP as our independent auditors for the
year ended December 31, 2017. Voting results were as follows:
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Number of Shares
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For
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328,045,968
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Against
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994,258
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Abstain
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671,160
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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.
LEUCADIA NATIONAL CORPORATION
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Date: May 31, 2017
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/s/ Roland T. Kelly
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Roland T. Kelly
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Assistant Secretary and
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Associate General Counsel
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