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USG > SEC Filings for USG > Form 8-K on 15-May-2014All Recent SEC Filings

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Form 8-K for USG CORP


15-May-2014

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


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

(b) Effective upon the adjournment of USG Corporation's (the "Corporation's") annual meeting of stockholders on May 14, 2014, and as required by the director retirement policy contained in the Corporation's Corporate Governance Guidelines and Bylaws, W. Douglas Ford retired from the Corporation's Board of Directors.



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

The Corporation held its 2014 annual meeting of stockholders on May 14, 2014. At the annual meeting, the stockholders considered three proposals, each of which is described in more detail in the Corporation's proxy statement for the meeting. The matters voted upon at the annual meeting and the results of the votes were as follows:

Proposal 1. Election of four directors for a three-year term to expire in 2017.

                           FOR       WITHHOLD    BROKER NON-VOTE
Matthew Carter Jr.     101,086,509   5,196,343     20,160,962
Gretchen R. Haggerty   104,813,212   1,469,640     20,160,962
Richard P. Lavin       103,506,560   2,776,292     20,160,962
James S. Metcalf       104,188,633   2,094,219     20,160,962

Proposal 2. Ratification of appointment of Deloitte & Touche LLP as the Corporation's independent registered public accountants for 2014.

FOR AGAINST ABSTAIN
125,244,098 1,085,586 114,130

Proposal 3. Approval, by advisory vote, of the compensation of the Corporation's named executive officers.

FOR AGAINST ABSTAIN BROKER NON-VOTE
103,882,794 2,070,704 329,354 20,160,962


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