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 Act of 1934
April 26, 2012
Date of Report (date of earliest event reported)
Deltic Timber Corporation
(Exact name of registrant as specified in its charter)
| Delaware | 1-12147 | 71-0795870 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
I.R.S. Employer Identification No.) | ||
| 210 East Elm Street, El Dorado, Arkansas |
71730 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code (870) 881-9400
(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 (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
The Company held its annual meeting of shareholders on April 26, 2012. Matters voted upon were (1) election of Class I directors; (2) ratification of the Board’s appointment of KPMG LLP as the Company’s independent auditors for 2012; (3) consideration and approval of an amendment to extend the Deltic Timber Corporation 2002 Stock Incentive Plan for ten years to April 26, 2022; and (4) advisory approval of the Company’s executive compensation regarding the Company’s named executive officers.
The final results of voting for each of the matters submitted to the shareholders are as follows:
| (1) | Election of Class I Directors for a three year term: |
| Director Nominee |
Votes For | Votes Withheld | Broker Non-Votes | |||||||||
| Ray C. Dillon |
11,266,553 | 269,355 | 593,255 | |||||||||
| Robert C. Nolan |
11,268,679 | 267,229 | 593,255 | |||||||||
| Robert B. Tudor, III |
11,286,216 | 249,692 | 593,255 | |||||||||
| (2) | Ratification of the appointment of KPMG LLP as the independent auditors: |
| Votes For |
11,990,409 | |||
| Votes Against |
129,789 | |||
| Votes Abstained |
8,965 |
| (3) | Approval of an amendment to extend the Deltic Timber Corporation 2002 Stock Incentive Plan for ten years to April 26, 2022: |
| Votes For |
9,186,608 | |||
| Votes Against |
2,170,698 | |||
| Votes Abstained |
178,602 | |||
| Broker Non-Votes |
593,255 |
| (4) | Advisory approval of the Company’s executive compensation regarding the Company’s named executive officers. |
| Votes For |
8,051,163 | |||
| Votes Against |
3,300,376 | |||
| Votes Abstained |
184,369 | |||
| Broker Non-Votes |
593,255 |
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.
| Deltic Timber Corporation | ||
| By: | /s/ Jim F. Andrews, Jr. | |
| Jim F. Andrews, Jr., Secretary | ||
Date: April 26, 2012