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): August 12, 2015

 

 

The J. M. Smucker Company

(Exact Name of Registrant as Specified in Charter)

 

 

 

Ohio		001-05111		34-0538550
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

One Strawberry Lane Orrville, Ohio		44667-0280
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (330) 682-3000

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 (see General Instruction A.2.):

 

¨	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))

 

 

 

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Item 5.07

Submission of Matters to a Vote of Security Holders.

The J. M. Smucker Company (the “Company”) held its Annual Meeting of Shareholders (the “Meeting”) on August 12, 2015, in Wooster, Ohio, pursuant to the Notice of the 2015 Annual Meeting of Shareholders and the Proxy Statement sent on or about July 1, 2015 to all shareholders of record at the close of business on June 15, 2015. At the Meeting, 106,746,211 shares were represented in person or by proxy, which constituted a quorum. The final results for each of the matters submitted to a vote of the shareholders at the Meeting are set forth below.

 

1.	The shareholders elected the following nine Directors to each serve a one-year term expiring at the 2016 Annual Meeting of Shareholders. The votes on this proposal were as follows:

 

		Number of Votes
		For				Against				Abstain				Broker Non-Votes
Vincent C. Byrd			85,759,685				5,692,273				208,498				15,085,755
Paul J. Dolan			90,610,012				858,553				191,891				15,085,755
Nancy Lopez Knight			90,183,686				1,264,675				212,095				15,085,755
Elizabeth Valk Long			86,544,280				4,926,083				190,093				15,085,755
Gary A. Oatey			90,446,294				1,002,420				211,742				15,085,755
Sandra Pianalto			90,889,934				567,908				202,614				15,085,755
Alex Shumate			90,696,349				752,220				211,887				15,085,755
Mark T. Smucker			81,472,948				9,993,954				193,554				15,085,755
Timothy P. Smucker			85,556,099				5,914,668				189,689				15,085,755

 

2.	The shareholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending April 30, 2016. The votes on this proposal were as follows:

 

Number of Votes
For		Against		Abstain		Broker Non-Votes
105,416,661		1,114,079		215,471		0

 

3.	The shareholders approved, on an advisory basis, the Company’s executive compensation, as disclosed in the Company’s Proxy Statement. The votes on this proposal were as follows:

 

Number of Votes
For		Against		Abstain		Broker Non-Votes
86,866,528		4,030,038		763,890		15,085,755

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4.	Giving effect to the ten-votes-per-share provisions of the Company’s Amended Articles of Incorporation, the shareholders approved The J. M. Smucker Company’s 2010 Equity and Incentive Compensation Plan. The votes on this proposal were as follows:

 

Number of Votes
For		Against		Abstain		Broker Non-Votes
184,987,530		8,467,271		1,910,909		15,085,755

 

5.	The shareholders did not approve the shareholder proposal requesting that the Company issue a renewable energy sourcing and/or production report. The votes on this proposal were as follows:

 

Number of Votes
For		Against		Abstain		Broker Non-Votes
18,317,161		67,896,434		5,446,861		15,085,755

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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: August 13, 2015