05/08/2015 Vote of Security Holders 8-K




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 8, 2015 (May 5, 2015)

  
Tractor Supply Company
__________________________________________
(Exact name of registrant as specified in its charter)

 
Delaware
000-23314
13-3139732
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
 
 
 
5401 Virginia Way, Brentwood, Tennessee
 
37027
(Address of principal executive offices)
 
(Zip Code)


Registrant's telephone number, including area code:
(615) 440-4000

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:

 
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))





Item 5.07 Submission of Matters to a Vote of Security Holders.

The 2015 Annual Meeting of Stockholders of Tractor Supply Company (the “Company”) was held on May 5, 2015.  At the meeting, the stockholders elected each of the Company’s nominees for director to serve until the next annual meeting of stockholders and until such director’s successor is duly elected and qualified. In addition, at the meeting, the stockholders ratified the reappointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 26, 2015, and voted in favor of the compensation of the named executive officers of the Company, on an advisory and non-binding basis.
 
The voting results of the director elections, ratification of the reappointment of Ernst & Young LLP and advisory vote on the compensation of the named executive officers, which were described in more detail in the definitive proxy statement relating to the 2015 Annual Meeting of Stockholders that the Company filed with the Securities and Exchange Commission on March 20, 2015, are set forth below.
 
(1)           Each director was elected by the following tabulation:

 
 
 
For
 
 
Withheld
 
 
Broker Non-Votes
Cynthia T. Jamison
 
112,009,808
 
782,944
 
12,136,171
Johnston C. Adams
 
112,243,632
 
549,120
 
12,136,171
Peter D. Bewley
 
112,232,531
 
560,221
 
12,136,171
Richard W. Frost
 
112,253,428
 
539,324
 
12,136,171
Keith R. Halbert
 
112,260,840
 
531,912
 
12,136,171
George MacKenzie
 
112,239,551
 
553,201
 
12,136,171
Edna K. Morris
 
111,655,989
 
1,136,763
 
12,136,171
Gregory A. Sandfort
 
112,243,616
 
549,136
 
12,136,171
Mark J. Weikel
 
112,239,039
 
553,713
 
12,136,171

(2)           Ratification of the reappointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 26, 2015 was approved by the following tabulation:
 
For
 
Withheld
 
Abstain
122,699,523
 
1,861,876
 
367,524
 
(3)           The compensation of the named executive officers of the Company was approved, on an advisory and non-binding basis by the following tabulation:

For
 
Against
 
Abstain
 
Broker Non-Votes
110,720,328
 
1,568,762
 
505,662
 
12,134,171





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.
 
 
 
 
 
 
 
Tractor Supply Company
 
 
 
 
May 8, 2015
 
By:
/s/ Anthony F. Crudele
 
 
 
Name: Anthony F. Crudele
 
 
 
Title: Executive Vice President - Chief Financial Officer and Treasurer