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MKC > SEC Filings for MKC > Form 8-K on 8-Apr-2013All Recent SEC Filings

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Form 8-K for MCCORMICK & CO INC


8-Apr-2013

Change in Directors or Principal Officers, Submission of Matters to a Vote of


Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 3, 2013, the Registrant's stockholders approved the Registrant's 2013 Omnibus Incentive Plan (the "Plan") at the Annual Meeting of Stockholders (the "Annual Meeting"). A detailed description of the Plan was included in Registrant's definitive proxy statement, filed with the Securities and Exchange Commission (the "SEC") on February 19, 2013 (the "Proxy Statement"). A copy of the Plan is filed as Exhibit 4.1 to the Registrant's registration statement on Form S-8, filed with the SEC on April 3, 2013.



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

On April 3, 2013, the Registrant held its Annual Meeting, at which (i) directors were elected, (ii) the Plan was approved, and (iii) Ernst & Young LLP's appointment as the Registrant's independent registered public accounting firm for the fiscal year ending November 30, 2013 was ratified. The proposals are described in detail in the Registrant's Proxy Statement. The final results for the votes regarding each proposal are set forth below.

1. The Registrant's stockholders elected eleven directors to the Registrant's Board of Directors, to hold office until the next annual meeting of stockholders or until their respective successors are duly elected and qualified. The votes regarding this proposal were as follows:

                             For    Against Abstain Broker Non-Votes
John P. Bilbrey           9,623,870 75,832  29,190     1,279,560
J. Michael Fitzpatrick    9,613,561 86,385  28,946     1,279,560
Freeman A. Hrabowski, III 9,632,887 58,336  37,669     1,279,560
Patricia Little           9,629,161 72,095  27,636     1,279,560
Michael D. Mangan         9,624,583 74,904  29,405     1,279,560
Margaret M.V. Preston     9,630,704 70,160  28,028     1,279,560
George A. Roche           9,539,629 160,757 28,506     1,279,560
Gordon M. Stetz, Jr.      9,638,089 65,819  24,984     1,279,560
William E. Stevens        9,557,581 145,013 26,298     1,279,560
Jacques Tapiero           9,621,565 77,789  29,538     1,279,560
Alan D. Wilson            9,641,827 70,354  16,711     1,279,560

2. The Registrant's stockholders approved the Plan. The votes regarding this proposal were as follows:

For Against Abstain Broker Non-Votes 9,411,279 201,028 116,585 1,279,560

3. The Registrant's stockholders ratified the appointment of Ernst & Young LLP as the Registrant's independent registered public accounting firm for the fiscal year ending November 30, 2013. The votes regarding this proposal were as follows:

For Against Abstain Broker Non-Votes 10,884,948 104,570 18,934 0


No other matters were submitted for stockholder action.

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