UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of the earliest event reported): February 16, 2011
UNIFIED GROCERS, INC.
(Exact name of registrant as specified in its charter)
| California | 000-10815 | 95-0615250 | ||
| (State or other jurisdiction of incorporation or organization) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
5200 Sheila Street, Commerce, CA 90040
(Address of principal executive offices) (Zip Code)
(323) 264-5200
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
Unified Grocers, Inc. held its annual meeting of shareholders on February 16, 2011. Proxies for the meeting were solicited pursuant to Regulation 14A under the Securities Exchange Act of 1934. The purpose of the annual meeting was to elect the Board of Directors for the ensuing year, to consider an advisory vote on executive compensation, and an advisory vote on the frequency of the advisory vote on executive compensation.
The final results of the votes are:
1. Election of Directors
| Class A Directors |
Votes For | Withheld Authority |
||||||
| Louis A. Amen |
122,850 | 6,650 | ||||||
| John Berberian |
123,900 | 5,600 | ||||||
| Oscar Gonzalez |
123,900 | 5,600 | ||||||
| Richard E. Goodspeed |
124,950 | 4,550 | ||||||
| Terry R. Halverson |
124,950 | 4,550 | ||||||
| Paul Kapioski |
124,950 | 4,550 | ||||||
| Mark Kidd |
124,950 | 4,550 | ||||||
| John D. Lang |
124,950 | 4,550 | ||||||
| Jay T. McCormack |
124,250 | 5,250 | ||||||
| John Najjar |
124,600 | 4,900 | ||||||
| Michael A. Provenzano, Jr. |
124,600 | 4,900 | ||||||
| Thomas S. Sayles |
124,950 | 4,550 | ||||||
| Michael S. Trask |
124,600 | 4,900 | ||||||
| Kenneth Ray Tucker |
124,600 | 4,900 | ||||||
| Richard L. Wright |
124,600 | 4,900 | ||||||
| Class B Directors |
Votes For | Withheld Authority |
||||||
| Darioush Khaledi |
337,857 | 15,364 | ||||||
| Mimi R. Song |
337,857 | 15,364 | ||||||
| Robert E. Stiles |
339,651 | 13,570 | ||||||
2. Approval of Executive Compensation
| Votes For |
Votes Against |
Abstain | ||
| 96,250 |
15,750 | 18,550 |
3. Frequency of Advisory Vote on Executive Compensation
| Votes for 1 Year |
Votes for 2 Year |
Votes for 3 Year |
Abstain | |||
| 41,300 |
11,900 | 61,250 | 16,100 |
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.
| Date: February 22, 2011 | UNIFIED GROCERS, INC. | |||||
| By | /s/ Robert M. Ling, Jr. | |||||
| Robert M. Ling, Jr., Executive Vice President, General Counsel and Secretary | ||||||