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): March 11, 2016 (March 9, 2016)
 
TYCO INTERNATIONAL PLC
(Exact Name of Registrant as Specified in its Charter)

Ireland
 
98-0390500
(Jurisdiction of Incorporation)
 
(IRS Employer Identification Number)
 
001-13836
(Commission File Number)
 
One Albert Quay
Albert Quay, Cork, Ireland
(Address of Principal Executive Offices, including Zip Code)
353-21-426-0000
(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
The 2016 Annual General Meeting of Shareholders of Tyco International plc (the “Company”) was held on March 9, 2016 in Dublin, Ireland. At the meeting, the holders of 377,401,608 registered shares of the Company’s common stock were represented in person or by proxy, constituting a quorum. At the meeting, shareholders voted on the following proposals and cast their votes as described below. The proposals are described in detail in the Company’s definitive proxy statement dated January 21, 2016. The vote results detailed below represent final results.

Proposal No. 1 – Election of the Board of Directors

Proposal No. 1 was the election, by separate resolutions, of each member of the Board of Directors. The following individuals were elected to serve on the Board of Directors until the conclusion of the next annual general meeting.

Name
For
Against
Abstain
Broker Non-Vote
Edward D. Breen
352,192,918
8,330,639
250,062
16,627,989
Herman E. Bulls
359,157,111
1,188,136
428,372
16,627,989
Michael E. Daniels
360,004,078
510,855
258,686
16,627,989
Frank M. Drendel
359,971,610
545,977
256,032
16,627,989
Brian Duperreault
358,624,549
1,890,410
258,660
16,627,989
Rajiv L. Gupta
357,117,902
3,399,244
256,473
16,627,989
George R. Oliver
359,119,702
1,411,655
242,262
16,627,989
Brendan R. O’Neill
356,955,965
3,567,596
250,058
16,627,989
Jürgen Tinggren
360,165,857
347,622
260,140
16,627,989
Sandra S. Wijnberg
358,262,270
2,254,330
257,019
16,627,989
R. David Yost
360,050,855
471,341
251,423
16,627,989

Proposal No. 2.a – Ratify Appointment of Independent Auditors

Proposal No. 2.a was a management proposal to ratify the appointment of Deloitte & Touche as the independent auditors of the Company. This proposal was approved by the requisite vote.

For
Against
Abstain
374,511,291
2,626,336
263,981

Proposal No. 2.b – Authorize the Audit Committee to set the Auditors’ Remuneration

Proposal No. 2.b was a management proposal to authorize the Audit Committee of the Board of Directors to set the auditors’ remuneration. This proposal was approved by the requisite vote.

For
Against
Abstain
376,364,723
639,622
397,263










Proposal No. 3 – Authorize the Company to make Market Purchases of Company Shares
Proposal No. 3 was a management proposal to authorize the Company and/or any subsidiary of the Company to make market purchases of Company shares. This proposal was approved by the requisite vote.
For
Against
Abstain
376,443,095
605,538
352,975


Proposal No. 4 – Determine the Price Range at which the Company can Reissue Treasury Shares
Proposal No. 4 was a management proposal to determine the price range at which the Company can reissue shares that it holds as treasury shares. This proposal was approved by the requisite vote.

For
Against
Abstain
375,650,890
1,244,158
506,560


Proposal No. 5 – Advisory Vote on Executive Compensation

Proposal No. 5 was a management proposal to hold a non-binding advisory vote on the compensation of the Company’s executives, as described in the Proxy Statement. This proposal was approved by the requisite vote.

For
Against
Abstain
Broker Non-Vote
354,058,164
6,168,954
546,501
16,627,989

























 




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.
 
 
TYCO INTERNATIONAL PLC
 
(Registrant)
 
 
 
 
By:
/s/ ANDREA GOODRICH
 
 
Andrea Goodrich
 
 
Vice-President and Corporate Secretary
 
 
 
 
 
 
Date: March 11, 2016