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
April 29, 2010
Date of Report (Date of earliest event reported)
NYSE Euronext
(Exact name of registrant as specified in its charter)
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Delaware
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001-33392
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20-5110848 |
(State or other jurisdiction
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(Commission File Number)
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(IRS Employer |
of incorporation)
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Identification No.) |
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11 Wall Street |
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New York, New York
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10005 |
(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code: (212) 656-3000
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:
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 stockholders of NYSE Euronext voted on four proposals at the annual stockholders meeting held
on April 29, 2010:
1. To elect 16 directors of NYSE Euronext to hold office until the next annual meeting of
stockholders and until their successors are duly elected and qualified.
2. To act upon a proposal to ratify the selection of PricewaterhouseCoopers LLP as NYSE Euronexts
independent registered public accounting firm for the fiscal year ending December 31, 2010.
3. To act upon a stockholder proposal relating to simple majority voting in our certificate of
incorporation and bylaws.
4. To act upon a stockholder proposal regarding certificated shares.
The nominees for director were elected based upon the following votes:
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Nominee |
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Votes For |
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Votes Withheld |
Jan-Michiel Hessels (Chairman ) |
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141,633,685 |
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5,426,771 |
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Marshall N. Carter (Deputy Chairman) |
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144,204,433 |
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2,856,023 |
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Duncan L. Niederauer (Chief Executive Officer) |
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144,215,622 |
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2,844,834 |
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André Bergen |
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143,941,953 |
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3,118,503 |
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Ellyn L. Brown |
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141,985,763 |
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5,074,693 |
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Patricia M. Cloherty |
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143,772,169 |
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3,288,287 |
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Sir George Cox |
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144,126,810 |
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2,933,646 |
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Sylvain Hefes |
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143,352,941 |
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3,707,515 |
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Duncan M. McFarland |
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141,627,883 |
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5,432,573 |
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James J. McNulty |
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141,723,708 |
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5,336,748 |
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Ricardo Salgado |
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141,636,452 |
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5,424,004 |
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Robert G. Scott |
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144,225,923 |
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2,834,533 |
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Jackson P. Tai |
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142,972,728 |
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4,087,728 |
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Jean-François Théodore |
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144,240,965 |
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2,819,491 |
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Rijnhard van Tets |
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143,173,166 |
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3,887,290 |
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Sir Brian Williamson |
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133,615,173 |
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13,445,283 |
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There were 46,606,312 broker non-votes for this proposal.
The proposal to ratify the selection of PricewaterhouseCoopers LLP as NYSE Euronexts independent
registered public accounting firm for the fiscal year ending December 31, 2010 received the
following votes:
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192,441,971 votes for approval |
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674,686 votes against |
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550,111 abstentions |
There were no broker non-votes for this proposal.
The proposal relating to simple majority voting in our certificate of incorporation and bylaws:
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111,124,464 votes for approval |
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22,869,306 votes against |
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13,066,686 abstentions |
There were 46,606,312 broker non-votes for this proposal.
The proposal regarding certificated shares received the following votes:
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6,356,817 votes for approval |
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139,647,147 votes against |
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1,056,492 abstentions |
There were 46,606,312 broker non-votes for this proposal.