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 earliest event reported) May 3, 2011
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Registrant, State of Incorporation, Address of
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I.R.S. Employer
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Commission File
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Principal Executive Offices and Telephone
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Identification
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Number
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Number
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Number
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1-08788
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NV ENERGY, INC.
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88-0198358
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Nevada
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6226 West Sahara Avenue
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Las Vegas, Nevada 89146
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(702) 402-5000
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None
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(Former name or former address, if changed since last report)
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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:
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o
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b))
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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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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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NV Energy, Inc. (the “Company”) held its annual meeting of shareholders on May 3, 2011. Each matter voted upon at the meeting and the results of the voting on each such matter are presented below.
Item 1 – Election of six (6) Directors to serve until the Company’s 2012 annual meeting.
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Director
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Votes For
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Votes Withheld
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Broker Non-Votes
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Joseph B. Anderson, Jr.
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169,733,041
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30,653,083
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17,587,853
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Glenn C. Christenson
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199,368,489
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1,017,635
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17,587,853
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Brian J. Kennedy
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199,651,446
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734,678
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17,587,853
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John F. O’Reilly
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184,576,574
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15,809,550
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17,587,853
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Philip G. Satre
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199,481,637
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904,487
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17,587,853
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Michael W. Yackira
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199,343,515
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1,042,609
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17,587,853
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Messrs. Anderson, Christenson, Kennedy, O’Reilly, Satre and Yackira were elected.
Item 2 – Advisory vote on the Company’s executive compensation.
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Votes For
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Votes Against
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Abstentions
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Broker Non-Votes
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196,251,148
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3,738,099
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396,877
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17,587,853
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The advisory vote on the Company’s executive compensation was approved.
Item 3 – Advisory vote on the frequency of advisory vote on the Company’s executive compensation.
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Votes For 1 year option
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Votes For 2 year option
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Votes For 3 year option
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Abstentions
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Broker Non-Votes
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170,483,015
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3,686,167
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25,814,608
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402,334
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17,587,853
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Option of “1 year” on the frequency of advisory vote on the Company’s executive compensation was approved.
Item 4 – Proposal to amend the material terms of the performance goals in the Company’s Restated Executive Long Term Incentive Plan.
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Votes For
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Votes Against
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Abstentions
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Broker Non-Votes
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181,744,127
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18,342,719
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299,278
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17,587,853
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The amendments to the Company’s Restated Executive Long Term Incentive Plan were approved.
Item 5 – Proposal to Amend the Company’s Articles of Incorporation to reduce super-majority vote required for amending article on director election and removals.
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Votes For
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Votes Against
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Abstentions
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215,462,010
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2,166,360
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345,607
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The amendment to the Company’s Articles of Incorporation was approved.
Item 6 – Proposal to Amend the Company’s Articles of Incorporation to reduce super-majority vote requirements in the “fair price” provisions.
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Votes For
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Votes Against
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Abstentions
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215,429,115
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2,150,288
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394,574
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The amendment to the Company’s Articles of Incorporation was approved.
Item 7 – Ratification of the selection of Deloitte & Touche LLP, as the independent registered public accounting firm for 2011.
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Votes For
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Votes Against
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Abstentions
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216,130,950
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1,583,886
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259,141
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The selection of Deloitte & Touche LLP was ratified.
Item 8 – Shareholder proposal related to majority voting for directors to be included in the Company’s By-Laws.
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Votes For
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Votes Against
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Abstentions
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Broker Non-Votes
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129,170,233
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70,917,230
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298,661
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17,587,853
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The shareholder proposal passed.
Item 9 – Shareholder proposal to amend the Company’s By-Laws to allow 15% of shareholders to call a special meeting.
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Votes For
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Votes Against
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Abstentions
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Broker Non-Votes
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120,822,827
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78,222,599
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1,340,698
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17,587,853
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The shareholder proposal passed.
Item 10 – Shareholder proposal for the Company to adopt a policy requiring the Company’s senior executives to hold equity compensation through the termination of such executive’s employment.
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Votes For
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Votes Against
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Abstentions
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Broker Non-Votes
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49,820,482
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149,999,343
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566,299
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17,587,853
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The shareholder proposal failed.
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrants have each duly caused this report to be signed on their behalf by the undersigned, thereunto duly authorized.
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NV Energy, Inc.
(Registrant)
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Date: May 4, 2011
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By:
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/s/ E. Kevin Bethel
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E. Kevin Bethel
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Chief Accounting Officer
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