Current Report Filing (8-k)
April 14 2015 - 4:36PM
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) April 14, 2015
THE BANK OF NEW YORK MELLON CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware |
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001-35651 |
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13-2614959 |
(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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One Wall Street
New York, New York |
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10286 |
(Address of principal executive offices) |
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(Zip code) |
Registrants telephone number, including area code (212) 495-1784
N/A
(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) |
¨ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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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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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 Stockholders (the Annual
Meeting) of The Bank of New York Mellon Corporation (BNY Mellon) was held on April 14, 2015. At the Annual Meeting, each nominee for director was elected by a majority of votes cast. Management proposals 2 and 3 were approved.
Each of the proposals is described in detail in BNY Mellons definitive proxy statement dated March 13, 2015, filed with the Securities and Exchange Commission. Abstentions and broker non-votes were counted for purposes of determining
whether a quorum was present, but were not treated as votes cast either for or against any proposal or the election of any director. Therefore, abstentions and broker non-votes were not counted in determining the number of votes required for
approval or election.
The results are as follows:
1. |
The election of 14 directors for a term expiring at the end of the 2016 Annual Meeting of Stockholders (each nominee elected by a majority of votes cast): |
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Name of Director |
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For |
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Against |
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Abstained |
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Broker Non-Vote |
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Nicholas M. Donofrio |
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863,812,746 |
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8,708,937 |
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24,409,435 |
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76,363,047 |
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Joseph J. Echevarria |
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867,378,834 |
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4,859,941 |
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24,692,343 |
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76,363,047 |
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Edward P. Garden |
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884,010,452 |
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6,688,043 |
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6,232,621 |
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76,363,047 |
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Jeffrey A. Goldstein |
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863,385,610 |
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8,932,938 |
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24,612,570 |
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76,363,047 |
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Gerald L. Hassell |
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838,737,213 |
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49,681,318 |
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8,512,587 |
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76,363,047 |
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John M. Hinshaw |
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864,868,525 |
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7,358,919 |
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24,703,674 |
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76,363,047 |
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Edmund F. Kelly |
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862,629,280 |
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9,715,453 |
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24,586,385 |
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76,363,047 |
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Richard J. Kogan |
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863,381,911 |
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9,001,437 |
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24,547,770 |
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76,363,047 |
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John A. Luke, Jr. |
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840,241,992 |
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31,883,703 |
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24,805,422 |
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76,363,047 |
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Mark A. Nordenberg |
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866,083,863 |
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6,517,640 |
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24,329,614 |
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76,363,047 |
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Catherine A. Rein |
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865,726,145 |
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6,809,502 |
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24,395,470 |
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76,363,047 |
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William C. Richardson |
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864,387,543 |
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7,932,456 |
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24,611,118 |
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76,363,047 |
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Samuel C. Scott III |
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862,374,823 |
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9,981,828 |
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24,574,466 |
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76,363,047 |
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Wesley W. von Schack |
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861,078,173 |
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11,594,250 |
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24,258,694 |
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76,363,047 |
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2. |
Advisory resolution to approve the 2014 compensation of BNY Mellons named executive officers (approved by a majority of votes cast): |
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For |
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Against |
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Abstained |
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Broker Non-Vote |
848,793,506 |
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39,896,239 |
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8,240,456 |
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76,363,047 |
95.51% |
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4.49% |
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* |
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* |
3. |
Ratification of the appointment of KPMG LLP as BNY Mellons independent auditor for 2015 (approved by a majority of votes cast): |
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For |
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Against |
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Abstained |
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Broker Non-Vote |
961,386,049 |
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6,163,391 |
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5,743,848 |
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99.36% |
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0.64% |
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* |
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* |
* |
Abstentions and broker non-votes were not counted as votes cast. |
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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 Bank of New York Mellon Corporation
(Registrant) |
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Date: April 14, 2015 |
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By: |
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/s/ Craig T. Beazer |
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Name: |
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Craig T. Beazer |
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Title: |
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Secretary |
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