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): May 17, 2012 (May 17, 2012)
Republic Services, Inc.
(Exact name of registrant as specified in its charter)
| Delaware |
1-14267 |
65-0716904 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| 18500 North Allied Way Phoenix, Arizona |
85054 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (480) 627-2700
Not Applicable
Former name or former address, if changed since last report
Check the appropriate box below if the Form 8-K 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)) |
TABLE OF CONTENTS
| Item 5.07 | Submission of Matters to a Vote of Security Holders SIGNATURES |
| Item 5.07 | Submission of Matters to a Vote of Security Holders |
On May 17, 2012, Republic Services, Inc. (the “Company”) held its 2012 Annual Meeting of Stockholders. The stockholders voted on the matters set forth below:
1. The nominees for election to the Board of Directors were elected, each for a one-year term, based upon the following votes:
| Nominee |
Votes For | Votes Against | Abstentions | Broker Non Votes | ||||||||||||
| James W. Crownover |
318,956,790 | 1,683,588 | 88,781 | 15,295,832 | ||||||||||||
| William J. Flynn |
308,278,108 | 12,364,245 | 86,806 | 15,295,832 | ||||||||||||
| Michael Larson |
277,845,567 | 42,795,288 | 88,304 | 15,295,832 | ||||||||||||
| Nolan Lehmann |
319,267,697 | 1,373,016 | 88,446 | 15,295,832 | ||||||||||||
| W. Lee Nutter |
313,035,218 | 7,593,593 | 100,348 | 15,295,832 | ||||||||||||
| Ramon A. Rodriguez |
315,565,793 | 5,062,214 | 101,152 | 15,295,832 | ||||||||||||
| Donald W. Slager |
319,838,090 | 798,004 | 93,065 | 15,295,832 | ||||||||||||
| Allan C. Sorensen |
309,428,832 | 11,199,862 | 100,465 | 15,295,832 | ||||||||||||
| John M. Trani |
319,600,185 | 1,041,275 | 87,699 | 15,295,832 | ||||||||||||
| Michael W. Wickham |
312,872,227 | 7,756,862 | 100,070 | 15,295,832 | ||||||||||||
2. The proposal to approve the compensation of our named executive officers was approved based upon the following advisory, non-binding votes:
| Votes for |
293,706,100 | |||
| Votes against |
22,355,623 | |||
| Abstentions |
4,667,436 | |||
| Broker non-votes |
15,295,832 |
3. The proposal to ratify the appointment of Ernst & Young LLP as the Company’s independent public accountants for 2012 was approved based upon the following votes:
| Votes for |
332,178,311 | |||
| Votes against |
3,756,185 | |||
| Abstentions |
90,495 | |||
| Broker non-votes |
-0- |
4. The stockholder proposal regarding payments upon the death of a senior executive was not approved based upon the following votes:
| Votes for |
129,674,685 | |||
| Votes against |
183,529,303 | |||
| Abstentions |
7,525,171 | |||
| Broker non-votes |
15,295,832 |
5. The stockholder proposal regarding political contributions and expenditures was not approved based upon the following votes:
| Votes for |
46,899,604 | |||
| Votes against |
234,410,001 | |||
| Abstentions |
39,419,554 | |||
| Broker non-votes |
15,295,832 |
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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.
| Republic Services, Inc. | ||||||||
| Date: May 17, 2012 | By: | /s/ Tod C. Holmes | ||||||
| Tod C. Holmes | ||||||||
| Executive Vice President and Chief Financial Officer (Principal Financial Officer) | ||||||||
| By: | /s/ Charles F. Serianni | |||||||
| Charles F. Serianni | ||||||||
| Senior Vice President and Chief Accounting Officer (Principal Accounting Officer) | ||||||||
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