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): April 12, 2012
KB HOME
(Exact name of registrant as specified in its charter)
| Delaware | 1-9195 | 95-3666267 | ||
| (State or other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
| 10990 Wilshire Boulevard, Los Angeles, California |
90024 | |||
| (Address of Principal Executive Offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (310) 231-4000
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 April 12, 2012, KB Home (the “Company”) held its 2012 Annual Meeting of Stockholders (the “Annual Meeting”). The final results of voting on each of the items submitted to a vote of security holders at the Annual Meeting are provided below. The rounded percentages displayed below for the election of directors are based on the total “For” and “Against” votes cast for each respective director. The rounded percentages displayed below for the other items are based on the total number of shares of the Company’s common stock that were present or represented at the Annual Meeting and entitled to vote on each respective item.
1. The voting on the Election of Directors was as follows:
| Director |
For | % | Against | % | Abstentions | Broker Non-Votes | ||||||||||||||||||
| Barbara T. Alexander |
56,781,584 | 93.8 | % | 3,729,386 | 6.2 | % | 3,421,296 | 12,632,660 | ||||||||||||||||
| Stephen F. Bollenbach |
56,097,346 | 92.7 | % | 4,413,391 | 7.3 | % | 3,421,529 | 12,632,660 | ||||||||||||||||
| Timothy W. Finchem |
56,097,861 | 92.7 | % | 4,411,484 | 7.3 | % | 3,422,921 | 12,632,660 | ||||||||||||||||
| Kenneth M. Jastrow, II |
58,969,526 | 97.5 | % | 1,537,294 | 2.5 | % | 3,425,446 | 12,632,660 | ||||||||||||||||
| Robert L. Johnson |
56,685,409 | 93.7 | % | 3,826,438 | 6.3 | % | 3,420,419 | 12,632,660 | ||||||||||||||||
| Melissa Lora |
60,213,325 | 99.5 | % | 299,985 | 0.5 | % | 3,418,956 | 12,632,660 | ||||||||||||||||
| Michael G. McCaffery |
56,116,785 | 92.7 | % | 4,392,759 | 7.3 | % | 3,422,722 | 12,632,660 | ||||||||||||||||
| Jeffrey T. Mezger |
60,210,562 | 99.5 | % | 298,576 | 0.5 | % | 3,423,128 | 12,632,660 | ||||||||||||||||
| Luis G. Nogales |
55,231,855 | 91.3 | % | 5,278,043 | 8.7 | % | 3,422,368 | 12,632,660 | ||||||||||||||||
2. The voting to ratify the appointment of Ernst & Young LLP as KB Home’s independent registered public accounting firm for the fiscal year ending November 30, 2012 was as follows:
| For | % | Against | % | Abstentions | % | Broker Non-Votes | ||||||||||||||||||||
| 71,918,110 | 93.9 | % | 1,203,808 | 1.6 | % | 3,443,008 | 4.5 | % | 0 | |||||||||||||||||
3. The advisory vote to approve named executive officer compensation was as follows:
| For | % | Against | % | Abstentions | % | Broker Non-Votes | ||||||||||||||||||||
| 29,144,495 | 45.6 | % | 31,095,800 | 48.6 | % | 3,691,971 | 5.8 | % | 12,632,660 | |||||||||||||||||
The Board of Directors will take this advisory vote under consideration.
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.
Date: April 13, 2012
| KB Home | ||||||
| By: | /s/ BRIAN J. WORAM | |||||
| Brian J. Woram | ||||||
| Executive Vice President, General Counsel and Secretary Registered In-House Counsel | ||||||