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):
May
21, 2014
ROSS STORES,
INC.
(Exact name of registrant as specified in its
charter)
| Delaware | 0-14678 | 94-1390387 |
| (State or other jurisdiction of | (Commission File No.) | (I.R.S. Employer Identification |
| incorporation) | No.) |
5130 Hacienda Drive,
Dublin, California 94568-7579
(Address of principal executive offices)
Registrant’s telephone
number, including area code:
(925) 965-4400
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 (see General Instruction A.2. below):
[ ] 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))
| ROSS STORES, INC. | 5130 Hacienda Drive, Dublin, California 94568-7579 | (925) 965-4400 |
Item 5.07 Submission of Matters to a Vote of Security Holders.
Ross Stores, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Meeting”) on May 21, 2014 in Palo Alto, California. The Company’s stockholders considered and voted upon the following three proposals at the Meeting:
Proposal 1 - Election of Directors
The holders of the Company’s common stock elected eight nominees to serve as directors for a term of one year, expiring at the time of the Annual Meeting of Stockholders in 2015:
| Name | For | Against | Abstain | Broker Non-Votes | ||||
| Michael Balmuth | 173,193,368 | 3,430,925 | 184,742 | 12,891,938 | ||||
| K. Gunnar Bjorklund | 173,042,808 | 3,623,024 | 143,203 | 12,891,938 | ||||
| Michael J. Bush | 172,576,701 | 4,043,152 | 189,182 | 12,891,938 | ||||
| Norman A. Ferber | 155,349,672 | 21,272,266 | 187,097 | 12,891,938 | ||||
| Sharon D. Garrett | 172,757,501 | 3,867,244 | 184,290 | 12,891,938 | ||||
| George P. Orban | 165,048,161 | 11,574,735 | 186,139 | 12,891,938 | ||||
| Lawrence S. Peiros | 173,948,547 | 2,714,075 | 146,413 | 12,891,938 | ||||
| Gregory L. Quesnel | 175,480,724 | 1,063,183 | 265,128 | 12,891,938 | ||||
Proposal 2 - Advisory Vote to Approve the Resolution on the Compensation of the Named Executive Officers
The holders of the Company’s common stock voted in an advisory vote to approve the resolution regarding the compensation of the named executive officers:
| For | Against | Abstain | Broker Non-Votes | |||
| 174,615,210 | 1,576,784 | 617,041 | 12,891,938 |
Proposal 3 - Ratification of the Appointment of Deloitte & Touche LLP as Independent Registered Public Accounting Firm for the Fiscal Year Ending January 31, 2015
The holders of the Company’s common stock voted to ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending January 31, 2015:
| For | Against | Abstain | ||
| 187,522,582 | 2,042,554 | 135,837 |
2
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.
Date: May 23, 2014
| ROSS STORES, INC. | |
| Registrant | |
| By: | /s/J. Call |
| John G. Call | |
| Executive Vice President, Finance and Legal, and | |
| Corporate Secretary | |
3