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MDC > SEC Filings for MDC > Form 8-K on 19-Mar-2013All Recent SEC Filings

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Form 8-K for MDC HOLDINGS INC


19-Mar-2013

Submission of Matters to a Vote of Security Holders, Financial Statements and Ex


ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

On March 18, 2013, M.D.C. Holdings, Inc. (the "Company") held its 2013 annual meeting of shareholders. There were 48,698,757 shares of common stock entitled to vote at the meeting. The final results for each of the matters submitted to a vote of shareholders at the annual meeting were as follows:

(1) The following individuals were elected as Class I Directors of the Company to serve for three-year terms expiring in 2016:

                                   For           Withheld       Broker Non-Votes
         Michael A. Berman       41,847,516         770,207        3,466,665

         Herbert T. Buchwald     41,792,256         825,467        3,466,665

         Larry A. Mizel          41,502,472       1,115,251        3,466,665

(2) The M.D.C. Holdings, Inc. 2013 Executive Officer Performance-Based Compensation Plan was approved:

For Against Abstain Broker Non-Votes 42,127,070 479,611 11,042 3,466,665

(3) The amendment to the M.D.C. Holdings, Inc. 2011 Equity Incentive Plan was approved:

For Against Abstain Broker Non-Votes 37,987,240 4,443,171 187,312 3,466,665

(4) In a non-binding advisory vote, the compensation of the Company's named executive officers was approved:

For Against Abstain Broker Non-Votes 40,860,203 1,145,498 612,022 3,466,665

(4) The selection of Ernst & Young LLP as the Company's independent registered public accounting firm for the 2013 fiscal year was approved:

For Against Abstain Broker Non-Votes 45,550,256 529,764 4,368 -



ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

9.01(d) Exhibits

Exhibit No.       Description

10.1              The M.D.C. Holdings, Inc. 2013 Executive Officer
                  Performance-Based Compensation Plan

10.2              First Amendment to the M.D.C. Holdings, Inc. 2011 Equity
                  Incentive Plan


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