MDU RESOURCES GROUP INC - FORM 8-K - April 24, 2014


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): April 22, 2014



MDU Resources Group, Inc.
(Exact name of registrant as specified in its charter)
 
 
 
 
 
Delaware
 
1-3480
 
41-0423660
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)
 
 
 
 
 
1200 West Century Avenue
P.O. Box 5650 
Bismarck, North Dakota 58506-5650 
(Address of principal executive offices)
(Zip Code)

Registrant’s telephone number, including area code: (701) 530-1000


______________


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.

MDU Resources Group, Inc.’s (the “Company”) Annual Meeting of Stockholders was held on April 22, 2014. Three Company proposals were submitted to stockholders as described in the Company’s Proxy Statement dated March 12, 2014. The proposals and the results of the stockholder vote are as follows.
 
Shares
For
Shares
Against
Abstentions
Broker
Non-Votes
Proposal to elect eleven directors
for one-year terms:
 
 
 
 
Thomas Everist
132,716,218.039
1,272,871.089
427,627.766
36,793,597.000
Karen B. Fagg
132,982,809.396
950,194.488
483,713.010
36,793,597.000
David L. Goodin
133,155,051.894
831,763.253
429,901.747
36,793,597.000
Mark A. Hellerstein
132,831,185.768
1,130,113.811
455,417.315
36,793,597.000
A. Bart Holaday
132,032,594.856
1,852,548.527
531,573.511
36,793,597.000
Dennis W. Johnson
132,135,324.185
1,839,362.735
442,029.974
36,793,597.000
William E. McCracken
133,073,018.783
853,285.454
490,412.657
36,793,597.000
Patricia L. Moss
132,578,244.178
1,348,836.744
489,635.972
36,793,597.000
Harry J. Pearce
132,859,506.708
1,086,923.954
470,286.232
36,793,597.000
J. Kent Wells
132,940,766.945
993,388.373
482,561.576
36,793,597.000
John K. Wilson
132,249,341.492
1,694,992.882
472,382.520
36,793,597.000

All of the Company’s nominees were elected, having received more votes cast “for” their election than “against” their election.
 
Shares
For
Shares
Against
Abstentions
Proposal to ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2014
165,304,121.882
5,202,605.511
703,586.501

The proposal was approved, having received the affirmative vote of a majority of the common stock present in person or represented by proxy at the meeting and entitled to vote on the proposal.
 
Shares
For
Shares
Against
Abstentions
Broker
Non-Votes
Proposal to approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers
130,129,383.681
2,904,580.864
1,382,752.349
36,793,597.000

The proposal was approved, on a non-binding advisory basis, having received the affirmative vote of a majority of the common stock present in person or represented by proxy at the meeting and entitled to vote on the proposal.


SIGNATURE

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.


Date: April 24, 2014

 
MDU Resources Group, Inc.
 
 
 
 
 
By:
/s/ Paul K. Sandness
 
 
 
 
 
Paul K. Sandness
 
 
General Counsel and Secretary


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