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AOL > SEC Filings for AOL > Form 8-K on 28-May-2014All Recent SEC Filings

Show all filings for AOL INC.

Form 8-K for AOL INC.


Submission of Matters to a Vote of Security Holders

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

(a) AOL Inc. (the "Company") held its 2014 annual meeting of stockholders (the "Annual Meeting") on May 22, 2014.

(b) The Company's stockholders considered four proposals, each of which is described in more detail in the Company's Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 8, 2014 as supplemented by the proxy supplement dated May 9, 2014 (the "Proxy Statement"). The matters voted upon at the Annual Meeting and the results of the votes were as follows:

Item 1. Election of Directors.

All of the nominees for director named in the Proxy Statement were elected, and
the voting results are set forth below:

                                FOR            AGAINST        ABSTAIN       NON-VOTES
        Tim Armstrong         63,875,547       2,005,648       134,453       5,632,068
        Eve Burton            65,653,707         265,609        96,338       5,632,068
        Richard Dalzell       65,631,989         286,265        97,400       5,632,068
        Alberto IbargŁen      65,552,688         364,842        98,118       5,632,068
        Hugh Johnston         65,852,433          64,204        99,017       5,632,068
        Dawn Lepore           65,797,985         118,765        98,904       5,632,068
        Patricia Mitchell     65,608,978         310,767        95,903       5,632,068
        Fredric Reynolds      65,851,203          66,358        98,093       5,632,068
        James Stengel         65,632,632         285,531        97,491       5,632,068

Item 2. Ratification of the Appointment of Ernst & Young LLP as the Company's
        Independent Registered Public Accounting Firm for 2014.

The ratification of the appointment of Ernst & Young LLP as our independent
registered public accounting firm for 2014 was approved, and the voting results
were as follows:

                         For                  71,039,789
                         Against                 471,973
                         Abstain                 135,960
                         Broker Non-Votes              0

Item 3. Advisory Vote on Executive Compensation.

Our stockholders approved, on a non-binding advisory basis, our executive
compensation as described in the Proxy Statement, and the voting results were as

                         For                  65,315,371
                         Against                 586,037
                         Abstain                 114,195
                         Broker Non-Votes      5,632,068

Item 4. AOL Inc. 2010 Stock Incentive Plan.

Our stockholders approved the Company's AOL Inc. 2010 Stock Incentive Plan, as
amended and restated ("SIP"). The results of the vote on the approval of the SIP
were as follows:

                         For                  42,198,347
                         Against              23,708,678
                         Abstain                 108,629
                         Broker Non-Votes      5,632,068

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