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KRO > SEC Filings for KRO > Form 8-K on 22-May-2014All Recent SEC Filings

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Submission of Matters to a Vote of Security Holders, Regulation FD Disclosur

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

The registrant held its 2014 annual meeting of stockholders on May 21, 2014. At the 2014 annual meeting, the registrant's stockholders voted on the two proposals described in detail in the registrant's definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on April 1, 2014. Stockholders present at the 2014 annual meeting, either in person or by proxy, represented 94.5% of the 115,864,598 shares eligible to vote at the meeting.

Proposal 1: Election of Directors

The registrant's stockholders elected Mr. Keith R. Coogan, Ms. Loretta J. Feehan, Mr. Cecil H. Moore, Jr., Mr. Bobby D. O'Brien, Gen. Thomas P. Stafford
(ret.), Dr. R. Gerald Turner, Mr. Steven L. Watson and Dr. C. Kern Wildenthal as directors. Each director nominee received votes "For" his election from at least 90.3% of the shares eligible to vote at the annual meeting.

Proposal 2: Say-on-Pay, Nonbinding Advisory Vote Approving Executive Compensation

The registrant's stockholders adopted a resolution, on a nonbinding advisory basis, approving the compensation of the registrant's named executive officers as described in the registrant's 2014 proxy statement. The resolution received the approval from 93.8% of the shares eligible to vote at the annual meeting.

Item 7.01 Regulation FD Disclosure.

The registrant also hereby furnishes the information set forth in it press releases issued on May 21, 2014, a copy of which is attached as Exhibit 99.1 and incorporated herein by reference. The information the registrant furnishes in this report under this Item 7.01, and the exhibit in Item 9.01, is not deemed "filed" for purposes of section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. Registration statements or other documents filed with the U.S. Securities and Exchange Commission shall not incorporate this information by reference, except as otherwise expressly stated in such filing.

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