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Quotes & Info
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| BGCP > SEC Filings for BGCP > Form 8-K on 21-Dec-2012 | All Recent SEC Filings |
21-Dec-2012
Entry into a Material Definitive Agreement, Submission of Matters to a Vote of
Information required by this Item 1.01 is set forth under Item 8.01 below and is hereby incorporated by reference in response to this Item.
The annual meeting of stockholders of BGC Partners, Inc. (the "Company") was held on December 17, 2012. The following matter was voted on at the annual meeting:
The stockholders elected all of the Board of Directors' nominees for election as directors. The results of the vote were as follows:
Broker Non-
Directors For Withheld Votes
Howard W. Lutnick 383,476,912 14,937,097 66,243,579
John H. Dalton 383,424,029 14,989,980 66,243,579
Stephen T. Curwood 383,423,664 14,990,345 66,243,579
Barry R. Sloane 379,217,458 19,196,551 66,243,579
Albert M. Weis 379,905,503 18,508,506 66,243,579
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On December 17, 2012, BGC GP, LLC, a subsidiary of the Company and the General Partner of the Company's majority-owned subsidiary, BGC Holdings, L.P. (the "Partnership"), and Cantor Fitzgerald, L.P., the Majority in Interest Exchangeable Limited Partner of the Partnership, entered into the Eighth Amendment to the Agreement of Limited Partnership of the Partnership (the "Partnership Agreement"), as amended and restated as of March 31, 2008, effective as of December 17, 2012 (the "Amendment"). The Amendment was entered into principally to create a new class of Partnership units in order to provide flexibility to the Company and the Partnership in using units in connection with restructuring and compensation or similar arrangements with respect to the Company's U.K. operations.
The new class of units in the Partnership, designated LPUs, shall be considered Working Partner Units and are identical in all respects to PSUs for all purposes under the Partnership Agreement, except that LPUs shall be available for issuance only to members of a certain U.K. limited liability partnership. The Company's U.K.-based executive officers are expected to become members of the U.K. limited liability partnership and receive LPUs as a portion of their executive compensation.
The foregoing description of the Amendment is qualified in its entirety by reference to the full text of the Amendment attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference herein.
The Amendment was approved by the Audit Committee of the Board of Directors of the Company and by the full Board.
(d) Exhibits
Exhibit
No. Description
10.1 BGC Holdings, L.P. Eighth Amendment to Agreement of Limited
Partnership, as amended and restated as of March 31, 2008, effective
as of December 17, 2012.
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