0001562039-14-000066.txt : 20140915 0001562039-14-000066.hdr.sgml : 20140915 20140915172551 ACCESSION NUMBER: 0001562039-14-000066 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140604 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20140915 DATE AS OF CHANGE: 20140915 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CST Brands, Inc. CENTRAL INDEX KEY: 0001562039 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO DEALERS & GASOLINE STATIONS [5500] IRS NUMBER: 461365950 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-35743 FILM NUMBER: 141103971 BUSINESS ADDRESS: STREET 1: ONE VALERO WAY STREET 2: BUILDING D, SUITE 200 CITY: SAN ANTONIO STATE: TX ZIP: 78249 BUSINESS PHONE: 210-692-5000 MAIL ADDRESS: STREET 1: ONE VALERO WAY STREET 2: BUILDING D, SUITE 200 CITY: SAN ANTONIO STATE: TX ZIP: 78249 FORMER COMPANY: FORMER CONFORMED NAME: Corner Store Holdings, Inc. DATE OF NAME CHANGE: 20121113 8-K/A 1 cst2014form8-kaannualmeeti.htm 8-K/A CST 2014 Form 8-K/A Annual Meeting of Stockholders Frequency Determination


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
 
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 4, 2014

CST Brands, Inc.
(Exact name of registrant as specified in its charter)

Delaware
 
001-35743
 
46-1365950
(State or other jurisdiction
of incorporation)
 
(Commission File Number)
 
(IRS Employer
Identification No.)
One Valero Way, Building D, Suite 200
San Antonio, Texas
 
78249
(Address of principal executive offices)
 
(Zip Code)

Registrant’s telephone number, including area code: (210) 692-5000


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))





EXPLANATORY NOTE
This Current Report on Form 8-K/A is being filed to update the Current Report on Form 8-K filed by CST Brands, Inc. (the “Company”) on June 4, 2014 (the “Original Report”) with the U.S. Securities and Exchange Commission to report the final voting results of the Company’s 2014 Annual Meeting of Stockholders held on June 4, 2104 (the “2014 Annual Meeting”). The sole purpose of this amendment is to disclose, as required by SEC regulations, the Company’s decision regarding the frequency of future shareholder advisory votes on the compensation of its Named Executive Officers. Except as set forth herein, no modifications have been made to information contained in the Original Report.
Item 5.07    Submission of Matters to a Vote of Security Holders
(d) Frequency of Stockholder Votes on Executive Compensation. As reported in the Original Report, at the 2014 Annual Meeting, in accordance with the recommendation of the Board of the Directors, the Company’s stockholders recommended, by advisory vote, a one year frequency of future advisory votes on executive compensation. In accordance with these results and its previous recommendation, the Board of Directors determined that future advisory votes on Named Executive Officer compensation will be held every year until the next required advisory vote, which the Company expects to hold no later than at its 2020 Annual Meeting.




SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
CST BRANDS, INC.
 
 
 
 
 
 
/s/ Gérard J. Sonnier
 
 
By:
Gérard J. Sonnier
 
 
Title:
Senior Vice President, General Counsel and Corporate Secretary
 
 
 
 
Dated: September 15, 2014