8-K 1 suform8_k.htm SOUTHERN UNION COMPANY FORM 8-K, MAY 5, 2010 suform8_k.htm


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 5, 2010


SOUTHERN UNION COMPANY
(Exact name of registrant as specified in its charter)



Delaware
1-6407
75-0571592
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer
Identification No.)



5444 Westheimer Road
Houston, Texas
(Address of principal executive offices)
77056-5306
(Zip Code)


Registrant's telephone number, including area code: (713) 989-2000


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))


 
 

 

Item 5.02.  Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
 
As part of the Annual Meeting of Stockholders of Southern Union Company (the “Company”) held on May 5, 2010, the Company’s stockholders, upon the recommendation of the Company’s Board of Directors, approved the adoption of the Company’s Second Amended and Restated Executive Incentive Bonus Plan (the “Plan”).
 
A brief summary of the Plan is included as part of Proposal 3 in the Company’s definitive Proxy Statement filed with the Securities and Exchange Commission on March 26, 2010. The summary of the Plan contained in the Proxy Statement is qualified by and subject to the full text of the Plan, which was filed as Appendix I to the Proxy Statement and is incorporated herein by reference.

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

The final results of voting on each of the matters submitted to a vote of the stockholders during the Company’s Annual Meeting of Stockholders held on May 5, 2010 are as follows:

1. Election of Directors:
DIRECTOR NOMINEE
 
 
VOTES FOR
   
VOTES WITHHELD
   
BROKER NON-VOTES
 
George L. Lindemann
    99,301,966       3,844,096       12,229,442  
Eric D. Herschmann
    100,247,853       2,898,209       12,229,442  
 Michal Barzuza     100,728,064       2,417,998       12,229,442  
David Brodsky
    100,652,408       2,493,654       12,229,442  
Frank W. Denius
    99,603,271       3,542,791       12,229,442  
Kurt A. Gitter,  M.D.     100,836,773       2,309,289       12,229,442  
Herbert H. Jacobi
    100,396,489       2,749,573       12,229,442  
Thomas N. McCarter,  III
    99,512,887       3,633,175       12,229,442  
George Rountree,  III
    88,164,758       14,981,304       12,229,442  
Allan D. Scherer
    100,380,955       2,765,107       12,229,442  

2.  Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2010:
 
 
VOTES FOR
VOTES AGAINST
VOTES ABSTAINED
BROKER NON-VOTES
 
112,851,984
1,891,642
631,878
0
 

3.  Approval of the adoption of the Company’s Second Amended and Restated Executive Incentive Bonus Plan:
 
VOTES FOR
VOTES AGAINST
VOTES ABSTAINED
BROKER NON-VOTES
 
 94,854,598
7,476,020
815,443
12,229,442
 
        
 

 
 

 


 
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 thereunto duly authorized.

     
 
SOUTHERN UNION COMPANY
 
(Registrant)
 
Date:  May 7, 2010
 
By:
 
/s/ Robert M. Kerrigan, III
 
Robert M. Kerrigan, III
 
Vice President - Assistant General Counsel and Secretary