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| FDX > SEC Filings for FDX > Form 8-K on 25-Sep-2012 | All Recent SEC Filings |
25-Sep-2012
Submission of Matters to a Vote of Security Holders
(a) FedEx's annual meeting of stockholders was held on September 24, 2012.
(b) The stockholders took the following actions at the annual meeting:
Proposal 1: The stockholders elected twelve directors, each of whom will hold office until the annual meeting of stockholders to be held in 2013 and until his or her successor is duly elected and qualified. Each director received more votes cast "for" than votes cast "against" his or her election. The tabulation of votes with respect to each nominee for director was as follows:
Votes Votes Broker
Nominee For Against Abstentions Non-Votes
Frederick W. Smith 246,648,938 6,089,456 302,416 26,072,389
James L. Barksdale 250,781,558 1,970,635 288,617 26,072,389
John A. Edwardson 251,884,993 823,487 332,330 26,072,389
Shirley Ann Jackson 230,731,760 21,975,729 333,321 26,072,389
Steven R. Loranger 245,543,838 7,107,963 389,009 26,072,389
Gary W. Loveman 247,343,276 5,355,763 341,771 26,072,389
R. Brad Martin 250,104,249 2,595,241 341,320 26,072,389
Joshua Cooper Ramo 251,653,562 1,036,980 350,268 26,072,389
Susan C. Schwab 246,650,886 6,072,017 317,907 26,072,389
Joshua I. Smith 248,341,840 4,361,049 337,911 26,072,399
David P. Steiner 247,227,938 5,480,835 332,037 26,072,389
Paul S. Walsh 170,783,965 81,915,717 340,465 26,073,052
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Proposal 2: The Audit Committee's designation of Ernst & Young LLP as FedEx's independent registered public accounting firm for the fiscal year ending May 31, 2013 was ratified by stockholders. The tabulation of votes on this matter was as follows:
• 277,552,435 votes for (99.4% of the voted shares)
• 1,186,406 votes against (0.4% of the voted shares)
• 374,358 abstentions (0.1% of the voted shares)
• There were no broker non-votes for this item
• 241,731,055 votes for (95.5% of the voted shares)
• 10,462,746 votes against (4.1% of the voted shares)
• 846,471 abstentions (0.3% of the voted shares)
• 26,072,927 broker non-votes
Proposal 4: A stockholder proposal requesting that the Board of Directors adopt a policy that the Chairman of the Board be an independent director who has not previously served as an executive officer of FedEx was not approved by stockholders. The tabulation of votes on this matter was as follows:
• 71,803,086 votes for (28.4% of the voted shares)
• 179,701,999 votes against (71.0% of the voted shares)
• 1,535,600 abstentions (0.6% of the voted shares)
• 26,072,514 broker non-votes
Proposal 5: A stockholder proposal requesting that FedEx publish a report, updated semi-annually, disclosing information about FedEx's political contributions was not approved by stockholders. The tabulation of votes on this matter was as follows:
• 54,634,076 votes for (21.6% of the voted shares)
• 159,489,618 votes against (63.0% of the voted shares)
• 38,916,991 abstentions (15.4% of the voted shares)
• 26,072,514 broker non-votes
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