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AAWW > SEC Filings for AAWW > Form 8-K on 24-May-2013All Recent SEC Filings

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Form 8-K for ATLAS AIR WORLDWIDE HOLDINGS INC


24-May-2013

Change in Directors or Principal Officers, Submission of Matters


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

(e) At the 2013 Annual Meeting of Stockholders of Atlas Air Worldwide Holdings, Inc. ("AAWW" or the "Company") held on May 22, 2013, AAWW's stockholders approved an amendment to the Atlas Air Worldwide Holdings, Inc. 2007 Incentive Plan (as amended) (the "Plan") to increase by 1,300,000 shares of AAWW Common Stock that may be issued pursuant to awards under the Plan. The amendment is described in greater detail in the Company's Proxy Statement for the 2013 Annual Meeting of Stockholders of AAWW (the "Proxy Statement") filed with the Securities and Exchange Commission on April 15, 2013. The descriptions of the Plan contained herein and in the Proxy Statement are qualified in their entirety by reference to the full text of the Plan filed as Exhibit 10 attached hereto and incorporated herein by reference.



Item 5.07 Submission of Matters to a Vote of Security Holders

(a) & (b) On May 22, 2013, the Company held its 2013 Annual Meeting of Stockholders (the "Annual Meeting") in New York, New York. The final results of the stockholder vote on the four proposals brought before the Annual Meeting were as follows:

(1) Each of the nominees for Director was an incumbent, and all nominees were elected to serve until the 2014 Annual Meeting of Stockholders or until their successors are elected and qualified. The following table sets forth the voting results with respect to each nominee:

                                                                        Broker
          Nominee                  Votes For       Votes Withheld      Non-Votes
          Robert F. Agnew          22,158,210           2,252,710       739,593
          Timothy J. Bernlohr      22,157,605           2,253,315       739,593
          Eugene I. Davis          18,210,804           6,200,116       739,593
          William J. Flynn         23,138,956           1,271,964       739,593
          James S. Gilmore III     23,130,811           1,280,109       739,593
          Carol B. Hallett         19,798,423           4,612,497       739,593
          Frederick McCorkle       18,870,232           5,540,688       739,593
          Duncan J. McNabb         23,054,386           1,356,534       739,593

(2) The appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2013 was ratified with the following votes:

                     Votes For     Votes Against      Abstentions

                     24,145,086          878,423          127,004


(3) In a non-binding advisory vote on the compensation of AAWW's named executive
officers as disclosed in the Proxy Statement, the Company's stockholders voted
as follows:


                                                                  Broker
                 Votes For    Votes Against     Abstentions      Non-Votes
                 9,254,084      15,007,747          149,089       739,593

(4) The amendment to the Company's 2007 Incentive Plan (as amended) to increase the aggregate number of shares of Common Stock authorized for issuance under such Plan by 1,300,000 shares was approved with the following votes:

                                                                   Broker
                Votes For     Votes Against      Abstentions      Non-Votes
                20,328,676        3,947,657          134,587       739,593



Item 9.01 Financial Statements and Exhibits

(d) Exhibits

10 Atlas Air Worldwide Holdings, Inc. 2007 Incentive Plan (as amended)


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