UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 earliest event reported): April 28, 2011
CROWN HOLDINGS, INC.
(Exact name of Registrant as specified in its charter)
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Pennsylvania
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0-50189
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75-3099507
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(State or Other Jurisdiction of
Incorporation or Organization)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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One Crown Way
Philadelphia, Pennsylvania 19154-4599
(215) 698-5100
(Address, Including Zip Code, and Telephone Number, Including Area Code, of Registrant’s Principal Executive Offices)
Not Applicable
(Former name or former address, if changed since last report)
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)
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[ ]
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[ ]
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Section 5 - Corporate Governance and Management
Item 5.07. Submission of Matters to a Vote of Security Holders.
(a) Crown Holdings, Inc. (the "Company") held its Annual Meeting of Shareholders on April 28, 2011 (the "Annual Meeting"). As of March 8, 2011, the record date for the meeting, 155,768,325 shares of Common Stock, par value $5.00 per share, of the Company ("Common Stock") were issued and outstanding. A quorum of 137,395,388 shares of Common Stock were present or represented at the meeting.
(b) The following individuals were nominated and elected to serve as directors:
Jenne K. Britell, John W. Conway, Arnold W. Donald, William G. Little, Hans J. Löliger, James H. Miller, Josef M. Müller, Thomas A. Ralph, Hugues du Rouret, Jim L. Turner and William S. Urkiel.
At the Annual Meeting, the Company’s shareholders voted on the five matters below as follows:
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(1) Election of Directors.
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Directors
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Votes
For
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Votes
Withheld
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Broker
Non-Vote
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| Jenne K. Britell | 114,318,073 | 14,041,350 | 9,035,965 |
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John W. Conway
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123,140,736
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5,218,687
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9,035,965 |
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Arnold W. Donald
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119,458,032
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8,901,391
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9,035,965 |
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William G. Little
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122,727,996
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5,631,427
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9,035,965 |
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Hans J. Löliger
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123,091,934
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5,267,489
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9,035,965 |
| James H. Miller | 118,811,171 | 9,548,252 | 9,035,965 |
| Josef M. Müller | 125,478,885 | 2,880,538 | 9,035,965 |
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Thomas A. Ralph
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114,509,049
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13,850,374
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9,035,965 |
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Hugues du Rouret
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115,286,520
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13,072,903
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9,035,965 |
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Jim L. Turner
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123,368,885
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4,990,538
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9,035,965 |
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William S. Urkiel
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115,298,829
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13,060,594
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9,035,965 |
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2)
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Ratification of appointment of PricewaterhouseCoopers LLP as the Company’s independent auditor for the fiscal year ending December 31, 2011.
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Votes
For
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Votes
Against
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Votes
Abstaining
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111,545,025
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25,786,922
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63,441
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3)
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Re-approval of the 2006 Stock-Based Incentive Compensation Plan, as amended.
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Votes
For
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Votes
Against
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Votes
Abstaining
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Broker
Non-Vote
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120,427,003
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7,611,705
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320,715
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9,035,965
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4)
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Approval, by non-binding advisory vote, of the compensation of the Company’s Named Executive Officers as disclosed in the Company’s 2011 Proxy Statement.
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Votes
For
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Votes
Against
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Votes
Abstaining
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Broker
Non-Vote
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104,438,664
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23,448,290
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472,469
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9,035,965
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5)
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Recommendation, by non-binding advisory vote, regarding the frequency of future say-on-pay votes.
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Once Every Year
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Once Every Two Years
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Once Every Three Years
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Abstain
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Broker
Non-Vote
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114,020,252
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915,578
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12,868,473
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555,100
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9,035,985
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Dated: May 2, 2011 | CROWN HOLDINGS, INC. | |
| By: /s/ Kevin C. Clothier | ||
| Name: Kevin C. Clothier | ||
| Title: Vice President and Corporate Controller | ||