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| AAP > SEC Filings for AAP > Form 8-K on 18-May-2012 | All Recent SEC Filings |
18-May-2012
Change in Directors or Principal Officers, Submission of Matters to a Vote
At the 2012 annual meeting of stockholders of Advance Auto Parts, Inc. ("Company") held May 15, 2012, the Company's stockholders re-elected John F. Bergstrom, John C. Brouillard, Fiona P. Dias, Frances X. Frei, Darren R. Jackson, William S. Oglesby, J. Paul Raines, Gilbert T. Ray, Carlos A. Saladrigas and Jimmie L. Wade to serve as members of the Company's Board of Directors ("Board") until the 2013 annual meeting of stockholders.
(a) The 2012 Annual Meeting of Stockholders of the Company was held on Tuesday, May 15, 2012. The following matters were submitted to a vote by the stockholders: (1) election of ten directors to serve as members of the Board until the 2013 Annual Meeting of Stockholders, (2) non-binding advisory vote to approve the compensation of the Company's named executive officers, (3) re-approval of performance objectives contained in the Company's 2007 Executive Incentive Plan, (4) re-approval of performance objectives contained in the Company's 2004 Long-Term Incentive Plan, (5) approval of the Company's Amended and Restated 2002 Employee Stock Purchase Plan, (6) ratification of the appointment of Deloitte and Touche LLP as the Company's independent registered public accounting firm for 2012, and (7) non-binding advisory vote on a stockholder proposal regarding stockholder voting requirements.
(b) All nominees were elected to the Board of Directors with the following vote counts:
FOR WITHHELD
John F. Bergstrom 60,266,406 2,209,470
John C. Brouillard 62,364,569 111,307
Fiona P. Dias 61,355,271 1,120,605
Frances X. Frei 61,339,476 1,136,400
Daren R. Jackson 62,433,628 42,248
William S. Oglesby 62,449,640 26,236
J. Paul Raines 61,339,582 1,136,294
Gilbert T. Ray 61,950,196 525,680
Carlos A. Saladrigas 62,042,396 433,480
Jimmie L. Wade 62,434,734 41,142
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There were 4,341,906 broker non-votes recorded for each nominee.
The compensation of the named executive officers was approved by the following
non-binding advisory vote:
The re-approval of performance objectives contained in the Company's 2007
Executive Incentive Plan was approved by the following vote:
The re-approval of performance objectives contained in the Company's 2004
Long-Term Incentive Plan was approved by the following vote:
The approval of the Company's Amended and Restated 2002 Employee Stock Purchase
Plan was approved by the following vote:
Stockholders ratified the appointment of Deloitte and Touche LLP as the Company's independent registered public accounting firm for 2012. The vote on the proposal was as follows:
The advisory stockholder proposal regarding stockholder voting requirements was
approved by the following non-binding advisory vote:
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