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IACI > SEC Filings for IACI > Form 8-K on 24-Jun-2014All Recent SEC Filings

Show all filings for IAC/INTERACTIVECORP

Form 8-K for IAC/INTERACTIVECORP


24-Jun-2014

Submission of Matters to a Vote of Security Holders


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

On June 18, 2014, IAC's annual meeting of stockholders was held. Stockholders present in person or by proxy, representing 67,766,076 shares of IAC common stock (entitled to one vote per share) and 5,789,499 shares of IAC Class B common stock (entitled to ten votes per share), voted on the following matters:

1. Election of Directors-stockholders elected the following twelve (12) directors of the Company to hold office until the next annual meeting of stockholders or until their successors have been duly elected and qualified.

Elected by holders of IAC common stock voting as a separate class:

                   Number of Votes Cast in   Number of Votes For Which
                            Favor             Authority Was Withheld
Donald R. Keough                57,924,856                   1,288,271
Bryan Lourd                     58,488,622                     724,505
Alan G. Spoon                   58,306,517                     906,610

Elected by holders of IAC common stock and IAC Class B common stock, voting together as a single class:

                            Number of Votes Cast   Number of Votes For Which
                                  in Favor          Authority Was Withheld
Edgar Bronfman, Jr.                  111,592,512                   5,515,605
Chelsea Clinton                      116,626,590                     481,527
Sonali De Rycker                     116,724,458                     383,659
Barry Diller                         113,748,567                   3,359,550
Michael D. Eisner                    116,632,686                     475,431
Victor A. Kaufman                    116,477,839                     630,278
David Rosenblatt                     116,713,022                     395,095
Alexander von Furstenberg            116,479,828                     628,289
Richard F. Zannino                   116,397,263                     710,854

In addition to the votes cast and withheld for each director nominee described above, there were 8,552,949 broker non-votes with respect to each director nominee.

2. The Auditor Ratification Proposal- stockholders ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the year ended December 31, 2014. Stockholders eligible to vote voted as follows:

Number of Votes Cast in Favor Number of Votes Cast Against Number of Votes Abstaining 122,936,412 2,475,704 248,950


3. The Say on Pay Proposal - stockholders approved (on an advisory basis) the compensation paid to the Company's named executive officers for the fiscal year ended December 31, 2013. Stockholders eligible to vote voted as follows:

Number of Votes Cast in Favor Number of Votes Cast Against Number of Votes Abstaining 114,081,096 2,227,433 799,588

In addition to the votes cast for, cast against and abstaining described above, there were 8,552,949 broker non-votes with respect to the Say on Pay Proposal.


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