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 Earliest Event Reported): | May 4, 2011 |
Piper Jaffray Companies
__________________________________________
(Exact name of registrant as specified in its charter)
| Delaware | 1-31720 | 30-0168701 |
|
_____________________ (State or other jurisdiction |
_____________ (Commission |
______________ (I.R.S. Employer |
| of incorporation) | File Number) | Identification No.) |
| 800 Nicollet Mall, Suite 800, Minneapolis, Minnesota | 55402 | |
|
_________________________________ (Address of principal executive offices) |
___________ (Zip Code) |
| Registrant’s telephone number, including area code: | (612) 303-6000 |
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)
[ ] 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.
| (a) | The Company’s 2011 annual meeting of shareholders was held on May 4, 2011. The holders of 17,351,109 shares of common stock, 89 percent of the outstanding shares entitled to vote as of the record date, were represented at the meeting in person or by proxy. |
| (b) | At the annual meeting, Andrew S. Duff, Michael R. Francis, B. Kristine Johnson, Addison L. Piper, Lisa K. Polsky, Frank L. Sims, Jean M. Taylor and Michele Volpi were elected as directors to serve a one-year term expiring at the annual meeting of shareholders in 2012. The following table shows the vote totals for each of these individuals: |
| Name | Votes For | Authority Withheld | ||||||
Andrew S. Duff |
14,992,639 | 861,857 | ||||||
Michael R. Francis |
14,817,514 | 1,036,982 | ||||||
B. Kristine Johnson |
14,834,504 | 1,019,992 | ||||||
Addison L. Piper |
15,108,388 | 746,108 | ||||||
Lisa K. Polsky |
14,709,131 | 1,145,365 | ||||||
Frank L. Sims |
15,053,663 | 800,833 | ||||||
Jean M. Taylor |
14,656,028 | 1,198,468 | ||||||
Michele Volpi |
14,731,302 | 1,123,194 | ||||||
Broker non-votes for each director totaled 1,496,613.
At the annual meeting, our shareholders also approved the proposal to ratify the selection of Ernst & Young LLP as the independent auditor for 2011. The following table indicates the specific voting results for this proposal:
| Proposal | Votes For | Votes Against | Abstentions | |||
Ratify the selection of Ernst & Young LLP as the independent auditor for 2011. |
17,214,840 |
102,659 |
33,610 |
At the annual meeting, our shareholders also cast an advisory vote to approve the compensation of officers disclosed in the proxy statement, or a “say-on-pay” vote. The following table indicates the specific voting results for this proposal:
| Proposal | Votes For | Votes Against | Abstentions | |||||||||||||||||||||
Advisory resolution |
13,050,175 | 2,262,779 | 541,542 | |||||||||||||||||||||
approving the
compensation of the
officers disclosed
in the proxy
statement, or a
“say-on-pay” vote. |
||||||||||||||||||||||||
Broker non-votes for this proposal totaled 1,496,613.
At the annual meeting, our shareholders also cast an advisory vote recommending the frequency of future say-on-pay votes. The following table indicates the specific voting results for this proposal:
| Proposal | 1 Year | 2 Years | 3 Years | Abstentions | ||||||||||||
Advisory vote recommending |
8,001,901 | 151,951 | 7,106,437 | 594,207 | ||||||||||||
frequency of future say-on-pay
votes. |
||||||||||||||||
Broker non-votes for this proposal totaled 1,496,613.
| (d) | Based on the results of the advisory vote recommending the frequency of future say-on-pay votes, the Board of Directors has determined to include a shareholder vote on executive compensation in its proxy materials on an annual basis. |
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.
| Piper Jaffray Companies | ||||
| May 6, 2011 | By: |
James L. Chosy
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| Name: James L. Chosy | ||||
| Title: General Counsel and Secretary | ||||