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): March 14, 2013

 

 


 

 

THE PANTRY, INC.

(Exact name of registrant as specified in its charter)

 

 

Delaware

000-25813

56-1574463

(State or other jurisdiction of

incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

 

305 Gregson Drive

Cary, North Carolina

 

 

27511

(Address of principal executive offices)

 

(Zip Code)

 

 

Registrant’s telephone number, including area code: (919) 774-6700

 

N/A

(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.

 

The Pantry, Inc. (the “Company”) held its Annual Meeting of Stockholders on March 14, 2013. The stockholders considered three proposals, each of which is described in more detail in the Company’s definitive proxy statement dated January 24, 2013.

 

Proposal 1:  Election of nine nominees to serve as directors each for a period of one year or until the election and qualification of his successor. The votes were cast as follows:

 

 

 

 

 

Name

Votes For

Votes Withheld

Broker Non-Votes

Edwin J. Holman

19,638,410

997,777

1,585,272

Robert F. Bernstock

19,646,621

989,566

1,585,272

Paul L. Brunswick

19,648,468

987,719

1,585,272

Wilfred A. Finnegan

19,646,821

989,366

1,585,272

Dennis G. Hatchell

19,648,168

988,019

1,585,272

Terry L. McElroy

19,646,819

989,368

1,585,272

Mark D. Miles

19,643,914

992,273

1,585,272

Bryan E. Monkhouse

19,644,512

991,675

1,585,272

Thomas M. Murnane

19,608,073

1,028,114

1,585,272

 

            Abstentions: 0

 

            All director nominees were duly elected.

 

Proposal 2:  Advisory (nonbinding) vote to approve named executive officer compensation (“say-on-pay”). The votes were cast as follows:

 

 

 

 

 

 

Votes For

Votes Against

Abstain

Advisory (nonbinding) vote on executive compensation

20,419,743

166,096

50,348

 

            Broker Non-Votes: 1,585,272

 

Proposal 2 was approved on an advisory basis.

 

Proposal 3:  Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending September 26, 2013.  The votes were cast as follows:

 

 

Votes For

Votes Against

Abstain

Ratification of appointment of Independent Public Accountants

21,981,096

198,775

41,588

 

Broker Non-Votes: 0

 

Proposal 3 was approved.

 


 

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.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

THE PANTRY, INC.

 

 

 

 

 

 

By:

 

/s/ B. Clyde Preslar 

 

 

 

B. Clyde Preslar

Senior Vice President, Chief Financial Officer

 

 

 

 

Date:  March 14, 2013