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):
February 16, 2012

RUDDICK CORPORATION
(Exact name of registrant as specified in its charter)

North Carolina
(State of Incorporation)

1-6905
(Commission File Number)

56-0905940
(IRS Employer Identification No.)

301 South Tryon Street, Suite 1800
Charlotte, North Carolina 28202
(Address of principal executive offices, including zip code)

(704) 372-5404
(Registrant’s telephone number, including area code)

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.


On February 16, 2012, Ruddick Corporation (the “Registrant”) held its Annual Meeting of Shareholders (the “Annual Meeting”). The following are the voting results on each matter submitted to the Registrant’s shareholders at the Annual Meeting.


Proposal 1: The Registrant’s shareholders elected the following ten nominees as directors, to serve until the next Annual Meeting of Shareholders or until their respective successors are duly elected and qualified, by the following vote:


 
 

Name

For

Withheld

Broker Non-Votes

 
 

John R. Belk

39,210,052

343,567

2,851,354

 
 

John P. Derham Cato

38,532,729

1,020,890

2,851,354

 
 

Thomas W. Dickson

39,015,678

537,941

2,851,354

 
 

James E. S. Hynes

38,424,383

1,129,236

2,851,354

 
 

Anna Spangler Nelson

38,422,486

1,131,133

2,851,354

 
 

Bailey W. Patrick

39,327,598

226,021

2,851,354

 
 

Robert H. Spilman, Jr.

37,913,800

1,639,819

2,851,354

 
 

Harold C. Stowe

39,210,246

343,373

2,851,354

 
 

Isaiah Tidwell

39,211,984

341,635

2,851,354

 
 

William C. Warden, Jr.

38,412,313

1,141,306

2,851,354

 


Proposal 2: The Registrant’s shareholders voted to approve an amendment to the Registrant’s Restated Articles of Incorporation to change the name of the Registrant to “Harris Teeter Supermarkets, Inc.” at such time as may be determined by the Registrant’s Board of Directors in its sole discretion, by the following vote:


 

For

Against

Abstentions

 

42,341,466

36,100

27,407

 


Proposal 3: The Registrant’s shareholders voted to approve, on an advisory (non-binding) basis, the compensation of the Registrant’s named executive officers, by the following vote:


For

Against

Abstentions

Broker Non-Votes

37,727,899

1,736,386

89,334

2,851,354


Proposal 4: The Registrant’s shareholders voted to ratify the appointment of KPMG LLP as the independent registered public accounting firm of the Registrant for the fiscal year ending September 30, 2012, by the following vote:


 

For

Against

Abstentions

 

41,740,337

650,853

13,783

 


 






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.

RUDDICK CORPORATION

By: /S/ JOHN B. WOODLIEF
John B. Woodlief
Vice President – Finance and Chief
  Financial Officer


Dated: February 17, 2012