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DIN > SEC Filings for DIN > Form 8-K on 29-May-2014All Recent SEC Filings

Show all filings for DINEEQUITY, INC

Form 8-K for DINEEQUITY, INC


29-May-2014

Submission of Matters to a Vote of Security Holders, Regulation FD Disclosure, Fi


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

DineEquity, Inc., a Delaware corporation, held its Annual Meeting of Stockholders (the "Annual Meeting") on May 28, 2014. The following matters set forth in our Proxy Statement dated April 17, 2014, which was filed with the Securities and Exchange Commission pursuant to Regulation 14A under the Securities Exchange Act of 1934, were voted upon with the results indicated below.

Proposal One: Election of Three Class II Directors.

The nominees listed below were elected to serve as Class II directors for a three-year term with the respective votes set forth opposite their names:

                         For       Withheld   Broker Non-Votes
Larry A. Kay          16,363,142    25,136       1,435,549

Douglas M. Pasquale   15,791,566   596,712       1,435,549

Julia A. Stewart      16,058,387   329,891       1,435,549

The following directors continued in office after the Annual Meeting: Howard M. Berk, Daniel J. Brestle, Richard J. Dahl, Stephen P. Joyce, Caroline W. Nahas, Gilbert T. Ray and Patrick W. Rose.

Proposal Two: Ratification of the Appointment of Ernst & Young LLP as the Corporation's Independent Auditor for the 2014 Fiscal Year.

The stockholders ratified the appointment of Ernst & Young LLP as independent auditor of the Corporation for the 2014 fiscal year. The voting results are set forth below:

For Against Abstain Broker Non-Votes 17,780,303 39,072 4,452 0

Proposal Three: Approval, on an Advisory Basis, of the Compensation of the Corporation's Named Executive Officers.

The stockholders approved, on an advisory basis, the compensation of the Corporation's named executive officers as disclosed in the Corporation's 2014 Proxy Statement. The voting results are set forth below:

For Against Abstain Broker Non-Votes 13,789,462 2,531,746 67,070 1,435,549



Item 7.01 Regulation FD Disclosure.

On May 29, 2014, the Corporation issued a press release announcing that the Board of Directors of the Corporation declared a second quarter cash dividend of $0.75 per share of common stock, payable on June 27, 2014, to the Corporation's stockholders of record as of June 18, 2014. A copy of the press release is attached hereto as Exhibit 99.2 and is incorporated herein by reference.

The information contained in this Item 7.01, including the related information set forth in the press release attached hereto as an Exhibit and incorporated by reference herein, is being "furnished" and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise. The information in this Item 7.01 shall not be incorporated


by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or into any filing or other document pursuant to the Exchange Act, except as otherwise expressly stated in any such filing.



Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

     Exhibit
     Number                                 Description
     99.1       Press Release Regarding Declaration of Dividend issued by the
                Corporation on May 29, 2014.


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