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IP > SEC Filings for IP > Form 8-K on 13-May-2014All Recent SEC Filings

Show all filings for INTERNATIONAL PAPER CO /NEW/

Form 8-K for INTERNATIONAL PAPER CO /NEW/


13-May-2014

Submission of Matters to a Vote of Security Holders


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

(a) International Paper Company (the "Company") held its annual meeting of shareowners on May 12, 2014.

(b) Of the 443,664,987 shares outstanding on the record date and entitled to vote at the meeting, 389,298,398 shares were present at the meeting in person or by proxy, constituting a quorum of 88 percent. The shareowners of the Company's common stock considered and voted upon four Company proposals and one shareowner proposal at the meeting.


Item 1 - Company Proposal to Elect 11 Directors

The holders of the common stock of the Company elected each of the following
nominees as directors, to serve a term of one year ending the earlier of (i) the
Company's 2015 annual meeting of shareowners and the date a qualified successor
has been elected, or (ii) death, resignation or retirement. The directors were
elected by the following count:



                                                                        Broker
       Directors                   For        Against      Abstain    Non-Votes
       David J. Bronczek       343,427,828   1,087,149     575,657    44,157,764

       Ahmet C. Dorduncu       343,931,828    543,687      615,119    44,157,764

       John V. Faraci          326,058,993   14,238,538   4,793,103   44,157,764

       Ilene S. Gordon         342,089,452   2,382,304     618,878    44,157,764

       Stacey J. Mobley        342,988,671   1,480,865     621,098    44,157,764

       Jay L. Johnson          338,888,306   5,580,904     621,424    44,157,764

       Joan E. Spero           342,745,335   1,762,906     582,393    44,157,764

       John L. Townsend, III   342,096,316   2,385,923     608,395    44,157,764

       John F. Turner          341,625,128   2,864,982     600,524    44,157,764

       William G. Walter       341,790,627   2,691,932     608,075    44,157,764

       J. Steven Whisler       343,083,575   1,433,471     573,588    44,157,764


Item 2 - Company Proposal to Ratify Deloitte & Touche LLP as the Company's
Independent Registered Public Accounting Firm for 2014

The holders of the Company's common stock ratified the appointment of Deloitte &
Touche LLP as the Company's independent registered public accounting firm for
2014 by the following count:



                                                         Broker
                        For        Against    Abstain   Non-Votes
                    382,604,142   5,916,348   727,908      (0)

Item 3 - Company Proposal to Re-Approve Material Terms of Performance Goals for
Qualified Performance-Based Awards under the International Paper Company Amended
and Restated 2009 Incentive Compensation Plan.

The holders of the Company's common stock re-approved material terms of
performance goals for qualified performance-based awards under the Company's
Amended and Restated 2009 Incentive Compensation Plan by the following count:



                                                           Broker
                       For        Against     Abstain    Non-Votes
                   335,847,835   8,064,478   1,178,321   44,157,764


Item 4 - Company Proposal to Vote on a Non-Binding Resolution to Approve the
Compensation of the Company's Named Executive Officers

The holders of the Company's common stock supported the non-binding resolution
to approve the compensation of the Company's named executive officers by the
following count:



                                                           Broker
                       For        Against     Abstain    Non-Votes
                   335,014,282   8,125,726   1,950,626   44,157,764

Item 5 - Shareowner Proposal Concerning an Independent Board Chairman

The holders of the Company's common stock did not approve the non-binding
shareowner proposal concerning an independent Board chairman by the following
count:



                                                            Broker
                      For         Against      Abstain    Non-Votes
                  100,236,819   241,673,908   3,179,907   44,157,764

(c) and (d) Not applicable.


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