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: May 10, 2018
(Date of earliest event reported)


E*TRADE Financial Corporation
(Exact name of Registrant as Specified in its Charter)

Delaware

1-11921

94-2844166

(State or other jurisdiction
of incorporation or organization)

(Commission File Number)

(I.R.S. Employer
Identification Number)

11 Times Square, 32nd Floor, New York, New York 10036
(Address of Principal Executive Offices and Zip Code)

(646) 521-4300
(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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company                  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.



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Item 5.07 Submission of Matters to a Vote of Security Holders

At the Annual Meeting of Stockholders of E*TRADE Financial Corporation (the “Company”) held on May 10, 2018, stockholders considered four proposals, each of which is described in more detail in the Company’s definitive proxy statement filed on March 27, 2018.

The vote results detailed below represent the final results as certified by the Inspector of Elections:

Proposal 1

Election of 12 directors for a term that will end at the Company’s 2019 Annual Meeting of Stockholders:  

Director For Against Abstain Broker Non-Vote
Richard J. Carbone 206,675,682 390,858 82,218 14,597,963
James P. Healy 206,639,843 427,181 81,734 14,597,963
Kevin T. Kabat 206,643,557 420,810 84,391 14,597,963
Frederick W. Kanner 206,229,206 835,564 83,988 14,597,963
James Lam 206,927,619 136,388 84,751 14,597,963
Rodger A. Lawson 205,571,403 1,495,177 82,178 14,597,963
Shelley B. Leibowitz 206,884,997 180,576 83,185 14,597,963
Karl A. Roessner 206,914,088 149,619 85,051 14,597,963
Rebecca Saeger 206,357,242 709,924 81,592 14,597,963
Joseph L. Sclafani 206,875,718 190,433 82,607 14,597,963
Gary H. Stern 206,622,034 447,291 79,433 14,597,963
Donna L. Weaver 202,278,730 4,756,932 113,096 14,597,963

Proposal 2

          Approval, by a non-binding advisory vote, of the compensation of the Company’s Named Executive Officers (the “Say-on-Pay Vote”):

For Against Abstain Broker Non-Vote
197,081,072 8,977,232 1,090,454 14,597,963

Proposal 3

          Approval of the Company’s 2018 Employee Stock Purchase Plan:

For Against Abstain Broker Non-Vote
206,301,153 607,176 240,429 14,597,963

Proposal 4

          Ratification of the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2018:

For Against Abstain
215,565,376 5,479,247 702,098

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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.

E*TRADE FINANCIAL CORPORATION

Dated:

May 10, 2018

 

 

 

By:

/s/ Lori S. Sher

Name:

Lori S. Sher

Title:

Corporate Secretary

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