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EL > SEC Filings for EL > Form 8-K on 15-Nov-2011All Recent SEC Filings

Show all filings for ESTEE LAUDER COMPANIES INC

Form 8-K for ESTEE LAUDER COMPANIES INC


15-Nov-2011

Submission of Matters to a Vote of Security Holders


Item 5.07 Submission of Matters to a Vote of Security Holders.

The Estée Lauder Companies Inc. (the "Company") held its Annual Meeting of Stockholders on November 11, 2011. At that meeting, there were 101,583,338 shares of Class A Common Stock and 75,982,041 shares of Class B Common Stock present in person or by proxy and entitled to vote. The combined voting power of the shares was 861,403,748 votes, because each share of Class A Common Stock is entitled to one vote per share and each share of Class B Common Stock is entitled to ten votes per share. The matters voted upon and the results of the vote are set forth below.

Proposal One: Election of Directors. Stockholders elected each of the following nominees as director to hold office until the 2014 Annual Meeting (i.e,. as Class III Directors) and until his or her successor is elected and qualified.

      Nominee           Votes For    Votes Withheld   Broker Non-Votes
Charlene Barshefsky    855,491,145        2,510,447          3,402,156
Wei Sun Christianson   856,748,566        1,253,026          3,402,156
Fabrizio Freda         854,897,847        3,103,745          3,402,156
Jane Lauder            854,837,405        3,164,187          3,402,156
Leonard A. Lauder      854,731,749        3,269,843          3,402,156

The continuing Class I Directors are Rose Marie Bravo, Paul J. Fribourg, Mellody Hobson, Irvine O. Hockaday, Jr. and Barry S. Sternlicht. Their terms expire at the 2012 Annual Meeting of Stockholders. The continuing Class II Directors are Aerin Lauder, William P. Lauder, Richard D. Parsons, Lynn Forester de Rothschild and Richard F. Zannino. Their terms expire at the 2013 Annual Meeting of Stockholders.

Proposal Two: Advisory Vote on Executive Compensation. Stockholders approved a resolution approving, on an advisory basis, the compensation paid to the Company's named executive officers.

Votes For Votes Against Abstentions Broker Non-Votes 840,436,660 17,512,998 51,934 3,402,156

Proposal Three: Advisory Vote on the Frequency of the Advisory Vote on Executive Compensation. Stockholders voted as follows on the frequency of the advisory vote on executive compensation:

One Year Two Years Three Years Abstentions Broker Non-Votes 844,553,457 3,859,455 9,523,938 64,742 3,402,156

The Company's stockholders selected "one year" as the frequency of the advisory vote on executive compensation. Taking into consideration the votes of the stockholders, the Company determined that an advisory vote on executive compensation will be held each year until the next required advisory vote on the frequency of the advisory vote on executive compensation. Under current law, the next required advisory vote on the frequency of the advisory vote on executive compensation will be held no later than at the 2017 Annual Meeting of Stockholders, and following the voting results thereof, the Company will again determine the frequency at which it will hold advisory votes on executive compensation.


Proposal Four: Ratification of Appointment of Independent Auditors. Stockholders approved the ratification of the appointment of KPMG LLP as the Company's independent auditors for the fiscal year ending June 20, 2012.

For Against Abstentions Broker Non-Votes 859,929,622 1,456,905 17,221 0


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