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):
June 1, 2011
SAKS INCORPORATED
| Tennessee | 1-13113 | 62-0331040 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
12 East 49th Street, New York, New York 10017
(212) 940-5305
Check the appropriate box 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. |
The annual meeting of shareholders of Saks Incorporated (the “Company”) was held on June 1, 2011. The matters voted upon at the annual meeting and the results of the voting on each matter are set forth below:
| 1. | Election of directors | |||||||||||||
| For | Withhold | Broker Non-Votes |
||||||||||||
| Robert B. Carter |
112,185,261 | 5,636,947 | 9,360,990 | |||||||||||
| Donald E. Hess |
115,376,312 | 2,445,896 | 9,360,990 | |||||||||||
| Jerry W. Levin |
117,222,244 | 599,964 | 9,360,990 | |||||||||||
| Michael S. Gross |
86,920,066 | 30,902,142 | 9,360,990 | |||||||||||
| Nora P. McAniff |
112,367,910 | 5,454,298 | 9,360,990 | |||||||||||
| Stephen I. Sadove |
113,154,582 | 4,667,626 | 9,360,990 | |||||||||||
| For | Against | Abstentions | ||||||||||||
| 2. | Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2011 | 126,525,658 | 573,835 | 83,705 | ||||||||||
| For | Against | Abstentions | Broker Non-Votes |
|||||||||||||||
| 3. | Advisory vote on executive compensation | 108,277,815 | 9,434,977 | 109,416 | 9,360,990 | |||||||||||||
| Three Years | TwoYears | One Year | Abstentions | Broker Non-Votes |
||||||||||||||||||
| 4. | Advisory vote on the frequency of holding an advisory vote on executive compensation | 78,041,812 | 153,470 | 39,478,479 | 148,447 | 9,360,990 | ||||||||||||||||
In light of the foregoing vote on Proposal 4, the Company will hold an advisory vote on executive compensation every three years, until the next required vote on the frequency of shareholder votes on executive compensation.
| For | Against | Abstentions | Broker Non-Votes |
|||||||||||||||
| 5. | Shareholder proposal regarding cumulative voting in the election of the Company’s directors | 24,970,457 | 92,743,383 | 108,368 | 9,360,990 | |||||||||||||
SIGNATURE
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.
| Dated: June 2, 2011 | SAKS INCORPORATED | |||||
| By: | /s/ Ann Robertson | |||||
| Name: | Ann Robertson | |||||
| Title: | Associate General Counsel and Corporate Secretary | |||||