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): | October 27, 2011 |
Sara Lee Corporation
__________________________________________
(Exact name of registrant as specified in its charter)
| Maryland | 1-3344 | 36-2089049 |
|
_____________________ (State or other jurisdiction |
_____________ (Commission |
______________ (I.R.S. Employer |
| of incorporation) | File Number) | Identification No.) |
| 3500 Lacey Road, Downers Grove, Illinois | 60515 | |
|
_________________________________ (Address of principal executive offices) |
___________ (Zip Code) |
| Registrant’s telephone number, including area code: | (630) 598-6000 |
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.
Sara Lee Corporation (“Sara Lee”) held its 2011 annual meeting of stockholders on October 27, 2011. A total of 493,871,723 shares of Sara Lee common stock, or 83.61% of our outstanding shares of common stock, were represented at the annual meeting in person or by proxy. The final results for each of the matters submitted to a stockholder vote at the annual meeting are as follows:
| 1. | The stockholders elected 12 directors to each serve a one-year term until our 2012 annual meeting of stockholders or until his or her successor has been duly chosen and qualified. The votes regarding this proposal were as follows: |
Nominee |
For | Withheld | Abstain | Broker | ||||||||||||
| Non-Votes | ||||||||||||||||
Christopher B. Begley |
415,028,425 | 5,884,962 | 1,279,266 | 71,679,070 | ||||||||||||
Jan Bennink |
412,851,266 | 7,891,282 | 1,450,105 | 71,679,070 | ||||||||||||
Crandall C. Bowles |
414,540,184 | 6,337,970 | 1,314,499 | 71,679,070 | ||||||||||||
Virgis W. Colbert |
342,983,989 | 75,601,416 | 3,607,248 | 71,679,070 | ||||||||||||
James S. Crown |
410,746,489 | 10,232,251 | 1,213,913 | 71,679,070 | ||||||||||||
Laurette T. Koellner |
414,904,044 | 6,037,891 | 1,250,718 | 71,679,070 | ||||||||||||
Cornelis J.A. van Lede |
378,269,459 | 42,650,213 | 1,272,981 | 71,679,070 | ||||||||||||
Dr. John McAdam |
378,043,254 | 42,783,360 | 1,366,039 | 71,679,070 | ||||||||||||
Sir Ian Prosser |
414,463,978 | 6,502,997 | 1,225,678 | 71,679,070 | ||||||||||||
Norman R. Sorensen |
415,078,383 | 5,811,443 | 1,302,827 | 71,679,070 | ||||||||||||
Jeffrey W. Ubben |
408,509,920 | 12,340,759 | 1,341,974 | 71,679,070 | ||||||||||||
Jonathan P. Ward |
415,115,393 | 5,794,915 | 1,282,345 | 71,679,070 | ||||||||||||
| 2. | The stockholders ratified the appointment of PriceWaterhouseCoopers LLP as Sara Lee’s independent registered public accounting firm for fiscal year 2012. The votes regarding this proposal were as follows: |
For
|
Against | Abstentions | ||||||
483,934,589
|
8,201,774 | 1,735,360 | ||||||
| 3. | The stockholders approved the advisory vote on executive compensation. The votes regarding this proposal were as follows: |
| For | Against | Abstentions | Broker Non-Votes |
|||||||||
| 401,161,445 | 8,208,775 | 12,822,433 | 71,679,070 |
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| 4. | The stockholders recommended, on an advisory basis, that Sara Lee conduct future executive compensation votes every year. The votes regarding this proposal were as follows: |
| One Year | Two Years | Three Years | Abstentions | Broker Non-Votes |
||||||||||||
| 345,885,369 | 1,490,498 | 62,852,954 | 11,963,382 | 71,679,070 |
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In accordance with the recommendation of the stockholders, our Board of Directors has decided to include an advisory stockholder vote on executive compensation in our proxy materials every year until the next required advisory vote on the frequency of an executive compensation vote, which will occur no later than our 2017 annual meeting of stockholders.
| 5. | The stockholders voted on a stockholder proposal requesting a report on political contributions, which was defeated. The votes regarding this proposal were as follows: |
| For | Against | Abstentions | Broker Non-Votes |
|||||||||
| 49,212,290 | 326,702,216 | 46,278,147 | 71,679,070 |
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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.
| Sara Lee Corporation | ||||
| November 1, 2011 | By: |
Helen N. Kaminski
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| Name: Helen N. Kaminski | ||||
| Title: Assistant General Counsel, Corporate & Securities | ||||