UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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 20, 2013)



Innophos Holdings, Inc.
(Exact name of Registrant as specified in its their Charter)


Delaware 
(States or other jurisdictions of incorporation)
001-33124 
(Commission File Numbers)
20-1380758 
(IRS Employer Identification Nos.)


259 Prospect Plains Road
Cranbury, New Jersey 08512
(Address of Principal Executive Office, including Zip Code)


(609) 495-2495
(Registrant’s Telephone Number, Including Area Code)


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.

At the 2013 Annual Meeting of Stockholders of Innophos Holdings, Inc. held on May 17, 2013, the Registrant’s stockholders voted on three proposals disclosed in the Registrant’s 2013 Proxy Statement dated April 23, 2013: (i) Proposal 1-Election of Board Members; (ii) Proposal 2-Ratification of Selection of Independent Registered Public Accounting Firm; and (iii) Proposal 3-Advisory Vote on Executive Compensation.
 
The results of the voting were as follows:

Proposal 1-Election of Board Members

Director Nominee
 
For
 
Withhold
 
Broker Non-Vote
Gary Cappeline
 
19,610,802
 
350,890
 
1,097,473
Amado Cavazos
 
19,611,260
 
350,432
 
1,097,473
Randolph Gress
 
19,317,409
 
644,283
 
1,097,473
Linda Myrick
 
19,612,634
 
349,058
 
1,097,473
Karen Osar
 
19,603,995
 
357,697
 
1,097,473
John Steitz
 
14,960,958
 
5,000,734
 
1,097,473
 
Proposal 2-Ratification of Selection of Independent Registered Public Accounting Firm:
 
For
 
Against
 
Abstain
 
Broker Non-Vote
20,687,227
 
357,278
 
14,660
 
0

Proposal 3- Advisory Vote on Executive Compensation

For
 
Against
 
Abstain
 
Broker Non-Vote
18,472,414
 
1,464,706
 
24,572
 
1,097,473






 
SIGNATURES
According 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.
 
INNOPHOS HOLDINGS, INC.
 
 
 
By: /s/ William N. Farran
 
Name: William N. Farran
Title: Vice President and General Counsel

Dated: May 22, 2013