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): June 6, 2013

 

IRON MOUNTAIN INCORPORATED

(Exact Name of Registrant as Specified in Its Charter)

 

Delaware

(State or Other Jurisdiction of Incorporation)

 

1-13045

 

23-2588479

(Commission File Number)

 

(IRS Employer Identification No.)

 

 

 

745 Atlantic Avenue
Boston, Massachusetts

 

02111

(Address of Principal Executive Offices)

 

(Zip Code)

 

(617) 535-4766

(Registrant’s Telephone Number, Including Area Code)

 

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:

 

o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o   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 Annual Meeting of Stockholders of Iron Mountain Incorporated (the “Company”) held on June 6, 2013 (the “Annual Meeting”), the Company’s stockholders elected eleven directors, each for a one-year term of office to serve until the Company’s 2014 Annual Meeting of Stockholders, or until their successors are elected and qualified.  The nominated directors received the following votes:

 

Name

 

For

 

Against

 

Abstain

 

Broker Non-Vote

 

Ted R. Antenucci

 

165,063,825

 

2,154,535

 

34,064

 

8,593,040

 

Clarke H. Bailey

 

164,963,833

 

2,254,965

 

33,626

 

8,593,040

 

Kent P. Dauten

 

164,253,670

 

2,965,216

 

33,538

 

8,593,040

 

Paul F. Deninger

 

167,016,893

 

201,505

 

34,026

 

8,593,040

 

Per-Kristian Halvorsen

 

166,992,392

 

225,913

 

34,119

 

8,593,040

 

Michael W. Lamach

 

166,693,315

 

524,840

 

34,269

 

8,593,040

 

Arthur D. Little

 

164,365,749

 

2,853,679

 

32,996

 

8,593,040

 

William L. Meaney

 

166,362,710

 

856,228

 

33,486

 

8,593,040

 

Vincent J. Ryan

 

165,870,958

 

1,347,274

 

34,192

 

8,593,040

 

Laurie A. Tucker

 

167,044,802

 

173,277

 

34,345

 

8,593,040

 

Alfred J. Verrecchia

 

164,622,949

 

2,595,506

 

33,969

 

8,593,040

 

 

At the Annual Meeting, the Company’s stockholders approved the adoption of the Iron Mountain Incorporated 2013 Employee Stock Purchase Plan (the “2013 ESPP”).  The 2013 ESPP was previously approved by the Company’s board of directors, subject to stockholder approval at the Annual Meeting.  The material terms of the 2013 ESPP are summarized in the Company’s proxy statement dated April 24, 2013 relating to the Annual Meeting (the “Proxy Statement”). This proposal received the following votes:

 

For

 

Against

 

Abstain

 

Broker Non-Vote

 

166,157,035

 

1,030,015

 

65,374

 

8,593,040

 

 

At the Annual Meeting, the Company’s stockholders approved a nonbinding advisory resolution on the compensation paid to the Company’s executive officers as disclosed pursuant to Item 402 of Regulation S-K in the Proxy Statement. This proposal received the following votes:

 

For

 

Against

 

Abstain

 

Broker Non-Vote

 

165,399,065

 

1,684,841

 

168,518

 

8,593,040

 

 

At the Annual Meeting, the Company’s stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2013. This proposal received the following votes:

 

For

 

Against

 

Abstain

 

Broker Non-Vote

 

172,210,902

 

3,566,689

 

67,873

 

 

 

The results reported above are final voting results.

 

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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.

 

 

 

IRON MOUNTAIN INCORPORATED

 

 

 

 

By:

/s/ Ernest W. Cloutier

 

Name:

Ernest W. Cloutier

 

Title:

Executive Vice President, General Counsel and Secretary

 

Date:  June 12, 2013

 

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