SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OFTHE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): March 8, 2010
Whole Foods Market, Inc.
(Exact name of registrant as specified in its charter)
Texas |
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0-19797 |
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74-1989366 |
(State of |
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(Commission File |
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(IRS Employer |
550 Bowie Street
Austin, Texas 78703
(Address of principal executive offices)
Registrants telephone number, including area code: (512) 477-4455
Check the appropriate box if the Form 8-K filing is intended to simultaneously satisfy the reporting obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act
o Soliciting material pursuant to Rule 14a-12 of the Exchange Act
o Pre-commencement communications pursuant to Rule 14d-2(b) Exchange Act
o Pre-commencement communications pursuant to Rule 13e-4(c) Exchange Act
Item 5.07. Submission of Matters to a Vote of Security Holders
The Company convened its annual meeting of shareholders on March 8, 2010 pursuant to notice duly given. The matters voted upon at the meeting and the results of such voting are set forth below:
1. To elect ten directors of the Company.
NAME |
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FOR |
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WITHHELD |
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BROKER |
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Dr. John B. Elstrott |
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114,707,591 |
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2,841,574 |
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28,937,267 |
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Gabrielle E. Greene |
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115,147,260 |
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2,401,905 |
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28,937,267 |
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Hass Hassan |
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114,968,547 |
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2,580,568 |
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28,937,267 |
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Stephanie Kugelman |
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113,154,783 |
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4,394,382 |
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28,937,267 |
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John P. Mackey |
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112,048,104 |
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5,501,061 |
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28,937,267 |
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Jonathan A. Seiffer |
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85,899,250 |
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31,649,915 |
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28,937,267 |
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Morris J. Siegel |
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115,155,983 |
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2,393,182 |
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28,937,267 |
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Jonathan D. Sokoloff |
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87,832,982 |
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29,716,183 |
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28,937,267 |
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Dr. Ralph Z. Sorenson |
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109,808,584 |
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7,740,581 |
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28,937,267 |
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W.A. (Kip) Tindell, III |
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113,097,514 |
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4,451,651 |
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28,937,267 |
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All director nominees were duly elected.
2. Ratification of the appointment of Ernst & Young, LLP as independent public accountants for fiscal year 2010.
FOR |
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AGAINST |
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ABSTAIN |
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BNV |
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145,297,487 |
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960,836 |
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228,109 |
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0 |
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The Motion was ratified.
3. Expanding the requirement for majority voting standards.
FOR |
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AGAINST |
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ABSTAIN |
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BNV |
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67,865,440 |
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49,385,477 |
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298,147 |
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28,937,368 |
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The Motion was ratified.
4. Amending the Companys by-laws to permit removal of a director without cause
FOR |
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AGAINST |
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ABSTAIN |
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BNV |
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61,961,640 |
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54,162,342 |
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1,425,083 |
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28,937,367 |
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The Motion was ratified.
5. Establishing a board of directors policy concerning an engagement process with proponents of shareholder proposals that are supported by a majority of the votes cast.
FOR |
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AGAINST |
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ABSTAIN |
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BNV |
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44,224,211 |
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71,636,242 |
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1,688,712 |
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28,937,267 |
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The proposal was rejected.
6. Requesting that the board of directors amend the Companys corporate governance principles to adopt and disclose a written and detailed succession planning policy.
FOR |
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AGAINST |
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ABSTAIN |
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BNV |
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34,207,241 |
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82,195,235 |
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1,146,588 |
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28,937,368 |
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The proposal was rejected.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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WHOLE FOODS MARKET, INC. |
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Date: March 8, 2010 |
By: |
/s/ Glenda Chamberlain |
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Glenda Chamberlain |
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Executive Vice President and |
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Chief Financial Officer |