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SPLS > SEC Filings for SPLS > Form 8-K on 7-Jun-2013All Recent SEC Filings

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Form 8-K for STAPLES INC


7-Jun-2013

Submission of Matters to a Vote of Security Holders


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

Staples, Inc. held its annual meeting of stockholders on June 3, 2013. Set forth below are the final voting results for each of the proposals submitted to a vote of the stockholders. More information about the proposals set forth below can be found in the Proxy Statement filed with the Securities and Exchange Commission on April 12, 2013.

1. Staples' stockholders elected all thirteen nominees to serve on the Board of Directors. The results of the voting were as follows:

DIRECTOR                      FOR      AGAINST     ABSTAIN

Basil L. Anderson     488,236,986   17,539,869   2,715,480

Arthur M. Blank       489,143,638   16,610,648   2,738,049

Drew G. Faust         503,309,779    3,310,268   1,872,288

Justin King           502,566,490    3,192,421   2,733,424

Carol Meyrowitz       502,620,279    3,172,148   2,699,908

Rowland T. Moriarty   481,877,801   23,893,151   2,721,383

Robert C. Nakasone    482,811,151   22,953,927   2,727,257

Ronald L. Sargent     490,936,882   14,373,391   3,181,062

Elizabeth A. Smith    502,463,604    3,332,502   2,696,229

Robert E. Sulentic    502,567,795    3,187,496   2,737,044

Raul Vazquez          501,975,584    3,787,796   2,728,955

Vijay Vishwanath      500,063,784    5,691,864   2,736,687

Paul F. Walsh         482,842,870   22,914,110   2,735,355

There were 64,944,717 broker non-votes for each director.

2. Staples' stockholders voted, on an advisory basis, to approve the executive compensation of Staples' named executive officers as disclosed pursuant to the SEC's compensation disclosure rules. The results of the voting were 496,363,751 shares of common stock for and 9,596,955 shares of common stock against. There were 2,531,629 shares of common stock abstaining and 64,944,717 broker non-votes on this matter.


3. Staples' stockholders voted to ratify the selection by the Audit Committee of the Board of Directors of Ernst & Young LLP as Staples' independent registered public accounting firm for the current fiscal year. The results of the voting were 566,877,398 shares of common stock for and 4,573,422 shares of common stock against. There were 1,986,232 shares of common stock abstaining and there were no broker non-votes on this matter.

4. The non-binding stockholder proposal to provide proxy access for stockholders holding 1% of Staples' common stock for one year was not approved by Staples' stockholders. The results of the voting were 186,575,301 shares of common stock for and 319,259,151 shares of common stock against. There were 2,657,883 shares of common stock abstaining and 64,944,717 broker non-votes on this matter.

5 The non-binding stockholder proposal requiring Staples to have an independent Board chairman was not approved by Staples' stockholders. The results of the voting were 210,722,967 shares of common stock for and 295,315,738 shares of common stock against. There were 2,453,630 shares of common stock abstaining and 64,944,717 broker non-votes on this matter.


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