-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, HzGewp5Iyu2ksHTxVh0BIhdscU3hBWTCeGvEPg02DdWzbAtGerxLR6jUlkPD5Lcs yjsqg8WZQGpkycU42O/ubA== 0001035675-10-000007.txt : 20100507 0001035675-10-000007.hdr.sgml : 20100507 20100507084546 ACCESSION NUMBER: 0001035675-10-000007 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20100507 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20100507 DATE AS OF CHANGE: 20100507 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NSTAR/MA CENTRAL INDEX KEY: 0001035675 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 043466300 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14768 FILM NUMBER: 10810248 BUSINESS ADDRESS: STREET 1: 800 BOYLSTON ST CITY: BOSTON STATE: MA ZIP: 02199 BUSINESS PHONE: 6174242000 MAIL ADDRESS: STREET 1: 800 BOYLSTON STREET CITY: BOSTON STATE: MA ZIP: 02199 FORMER COMPANY: FORMER CONFORMED NAME: B E C ENERGY DATE OF NAME CHANGE: 19980421 FORMER COMPANY: FORMER CONFORMED NAME: BOSTON EDISON HOLDINGS DATE OF NAME CHANGE: 19970313 8-K 1 nstar8k050710.htm NSTAR FORM 8K DTD MAY 7, 2010 NSTAR Form 8K


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 6, 2010


NSTAR

(Exact name of registrant as specified in its charter)



         Massachusetts            

             001-14768          

                        04-3466300                

(State or other jurisdiction of

incorporation)


(Commission File Number)

(I.R.S.  Employer Identification Number)

800 Boylston Street, Boston, Massachusetts

 

    02199   

(Address of principal executive offices)

 

(Zip Code)


                            (617) 424-2000                          

(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:

[     ]

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))









Section 5 – Corporate Governance and Management


Item 5.02.  Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.


On May 6, 2010, Dr. Sherry H. Penney retired from the Board of Trustees in accordance with the NSTAR trustee retirement policy set forth in the Board of Trustees’ Guidelines on Significant Corporate Governance Issues, which requires that trustees who are not employees of NSTAR or who have served as Chief Executive Officer retire from the Board at the Annual Meeting of Shareholders following their seventy-second birthday.  In addition to her service on the Board, Dr. Penney served as a member of the NSTAR Board Governance and Nominating Committee and the Executive Personnel Committee.


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


NSTAR’s Annual Meeting of Shareholders was held on May 6, 2010.  Proxies representing 92,158,009 shares, or 86%, of the 106,808,376 outstanding shares entitled to vote, were present at the Annual Meeting, constituting a quorum.  The shareholder voting results for the election of three Class II trustees and the ratification of the appointment of NSTAR’s independent registered public accounting firm are presented as follows:


Proposal 1.  The following three Class II trustees were elected to serve until the 2013 Annual Meeting and until the election and qualification of their respective successors (which required the approval of a majority of the votes cast):


Nominees

 

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

 

 

 

 

 

 

 

 

 

Gary L. Countryman

  

67,075,438

 

2,697,275

 

915,386

 

21,469,910

James S. DiStasio

   

67,307,649

 

2,405,766

 

974,684

 

21,469,910

Thomas J. May

   

67,384,221

 

2,368,320

 

935,558

 

21,469,910

 

 

 

 

 

 

 

 

 


Proposal 2.  Shareholders ratified the appointment of PricewaterhouseCoopers LLP as NSTAR’s independent registered public accounting firm for the 2010 fiscal year (which required the approval of a majority of the votes cast), as follows:


Votes For

 

Votes Against

 

 

Abstentions

 

 

 

 

 

 

 

 

 

90,107,434

 

1,196,879

 

 

853,696














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.




                                                 

     

NSTAR

                                                

     

(Registrant)

     

     

     

     

Date: May 7, 2010                           

  By:  

/s/ R. J. WEAFER, JR.          

 

     

Robert J. Weafer, Jr.

 

     

Vice President, Controller

 

     

and Chief Accounting Officer








 -----END PRIVACY-ENHANCED MESSAGE-----