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

 

 

tw telecom inc.

(Exact name of Registrant as Specified in Charter)

 

 

 

Delaware   1-34243   84-1500624

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification Number)

10475 Park Meadows Drive Littleton, Colorado 80124

(Address of principal executive offices) (Zip code)

Registrant’s telephone number, including area code: (303) 566-1000

 

(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 (see General Instruction A.2 below):

 

¨ 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.

On June 1, 2011, tw telecom inc. held its Annual Meeting of Stockholders. The following is a summary of the matters voted on at the meeting as described in the Company’s Definitive Proxy Statement filed on April 29, 2011, and the voting results for each matter.

 

1. The six nominees for directors were elected to serve for terms expiring in 2012, as follows:

 

Nominee

  

Votes For

  

Votes Withheld

  

Broker Non-Votes

Gregory J. Attorri

   135,344,464    5,587,749    4,748,090

Spencer B. Hays

   140,715,900       216,313    4,748,090

Larissa L. Herda

   139,296,881    1,635,332    4,748,090

Kevin W. Mooney

   138,853,621    2,078,592    4,748,090

Kirby G. Pickle

   138,847,521    2,084,692    4,748,090

Roscoe C. Young, II

   138,845,989    2,086,224    4,748,090

 

2. The appointment of Ernst & Young LLP to serve as the Company’s independent registered public accounting firm for 2011 was ratified by the following shareholder vote:

 

Votes For

   144,853,139

Votes Against

   818,696

Abstentions

   8,468

 

3. The advisory vote on executive compensation was approved by the following shareholder vote:

 

Votes For

   123,407,237

Votes Against

   16,887,400

Abstentions

   637,576

Broker Non-Votes

   4,748,090

 

4. The stockholder advisory votes on the frequency of future say on pay advisory votes were as follows:

 

Three year frequency

   68,277,252

Two year frequency

   2,842,598

One year frequency

   69,178,234

Abstentions

   634,129

Broker Non-Votes

   4,748,090


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.

 

tw telecom inc.

By:   /s/ Tina Davis

Name:       Tina Davis
Title:     Senior Vice President and
    Deputy General Counsel

Dated: June 3, 2011