8-K 1 a8k_votingresults2018.htm 8-K Document


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)
July 31, 2018
LEGG MASON, INC.
(Exact name of registrant as specified in its charter)
Maryland
 
1-8529
 
52-1200960
(State or Other Jurisdiction
of Incorporation)
 
(Commission File
No.)
 
(IRS Employer
 Identification No.)
100 International Drive, Baltimore, Maryland
 
21202
(Address of principal executive offices)
 
(Zip Code)
Registrant's telephone number, including area code:
410 539-0000
 
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:
□   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.    

Legg Mason’s Annual Meeting was held on July 31, 2018. The tabulation of votes for each proposal submitted to Legg Mason’s shareholders at the Annual Meeting was as follows:
    
Proposal 1: Election of Directors.

In the election of directors, the 10 director nominees were elected with the following votes:

                    
Director
For
Withhold
Broker Non-Votes
Robert E. Angelica
65,837,468
1,275,727
10,752,354
Carol Anthony Davidson
65,837,468
316,531
10,752,354
Michelle J. Goldberg
66,796,636
316,559
10,752,354
Barry W. Huff
66,797,417
315,778
10,752,354
John V. Murphy
65,962,488
1,150,707
10,752,354
Alison A. Quirk
66,223,023
890,172
10,752,354
W. Allen Reed
65,821,695
1,291,500
10,752,354
Margaret Richardson
65,606,226
1,506,969
10,752,354
Kurt L.Schmoke
65,199,616
1,913,579
10,752,354
Joseph A. Sullivan
63,941,245
3,171,950
10,752,354

        
Proposal 2: Advisory Vote to Approve the Compensation of Legg Mason’s Named Executive Officers.

The stockholders approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers as follows:
            
For
64,795,612
Against
2,086,856
Abstain
230,727
Broker Non- Vote
10,752,354


Proposal 3: Ratification of the Appointment of Legg Mason’s Independent Registered Accounting Firm.

The stockholders voted in favor of the ratification of the appointment of PriceWaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending March 31, 2019 as follows:

            
For
75,713,799
Against
2,082,759
Abstain
68,991
Broker Non- Vote
0





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.



 
 
LEGG MASON, INC.
 
 
(Registrant)
 
 
 
 
 
 
 
 
 
Date:  August 1, 2018
By:
/s/ Thomas C. Merchant
 
 
 
Thomas C. Merchant
 
 
 
Executive Vice President and General Counsel