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
May 14, 2013
(Date of earliest event reported)
GRIFFIN LAND & NURSERIES, INC.
(Exact name of registrant as specified in charter)
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Delaware
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06-0868496
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(State or other jurisdiction of incorporation or organization)
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(IRS Employer Identification Number)
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Commission File Number
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1-12879
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One Rockefeller Plaza, New York, New York
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10020
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s Telephone Number including Area Code
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(212) 218-7910
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(Former name or former address, if changed since last report) |
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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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2 (b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 5.07.
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Submission of Matters to a Vote of Security Holders
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(a)
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Annual Meeting of Stockholders: May 14, 2013
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(b)
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The following were elected as Directors to serve until the 2014 Annual Meeting of Stockholders and until their successors are duly elected and qualified, representing all of the directors:
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1) Mr. Winston J. Churchill, Jr. was elected a Director with 3,010,629 votes for, 1,991,187 votes withheld and 94,075 broker non-votes.
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2) Mr. David M. Danziger was elected a Director with 3,095,454 votes for, 1,906,362 votes withheld and 94,075 broker non-votes.
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3) Mr. Frederick M. Danziger was elected a Director with 3,136,638 votes for, 1,865,178 votes withheld and 94,075 broker non-votes.
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4) Mr. Thomas C. Israel was elected a Director with 2,983,801 votes for, 2,018,015 votes withheld and 94,075 broker non-votes.
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5) Mr. John J. Kirby, Jr. was elected a Director with 3,095,454 votes for, 1,906,362 votes withheld and 94,075 broker non-votes.
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6) Mr. Jonathan P. May was elected a Director with 3,137,333 votes for, 1,864,483 votes withheld and 94,075 broker non-votes.
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7) Mr. Albert H. Small, Jr. was elected a Director with 3,135,282 votes for, 1,866,534 votes withheld and 94,075 broker non-votes.
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The following were nominated to serve as Directors until the 2014 Annual Meeting of Stockholders and until their successors are duly elected and qualified, but were not elected.
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1) Mr. Edward T. Tokar received 1,537,551 votes for, 3,464,265 votes withheld and 94,075 broker non-votes.
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2) Mr. Walter M. Schenker received 1,537,551 votes for, 3,464,265 votes withheld and 94,075 broker non-votes.
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The selection of McGladrey LLP as independent registered public accountants for fiscal 2013 was ratified with 5,092,913 votes for, 2,809 votes against, and 169 abstentions.
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The advisory (non-binding) resolution approving the compensation of Griffin’s Named Executive Officers was approved with 3,422,140 votes for, 16,681 votes against, 1,562,995 abstentions and 94,075 broker non-votes.
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SIGNATURES
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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.
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GRIFFIN LAND & NURSERIES, INC.
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By:
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/s/ Anthony J. Galici
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Anthony J. Galici
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Vice President, Chief Financial Officer
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and Secretary
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Dated: May 16, 2013
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