0000088121-13-000003.txt : 20130424
0000088121-13-000003.hdr.sgml : 20130424
20130424160619
ACCESSION NUMBER: 0000088121-13-000003
CONFORMED SUBMISSION TYPE: 8-K
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20130422
ITEM INFORMATION: Submission of Matters to a Vote of Security Holders
ITEM INFORMATION: Other Events
ITEM INFORMATION: Financial Statements and Exhibits
FILED AS OF DATE: 20130424
DATE AS OF CHANGE: 20130424
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: SEABOARD CORP /DE/
CENTRAL INDEX KEY: 0000088121
STANDARD INDUSTRIAL CLASSIFICATION: [6221]
IRS NUMBER: 042260388
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 8-K
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-03390
FILM NUMBER: 13779400
BUSINESS ADDRESS:
STREET 1: 9000 W. 67TH STREET
CITY: SHAWNEE MISSION
STATE: KS
ZIP: 66202
BUSINESS PHONE: 9136768800
MAIL ADDRESS:
STREET 1: 9000 W. 67TH STREET
CITY: SHAWNEE MISSION
STATE: KS
ZIP: 66202
FORMER COMPANY:
FORMER CONFORMED NAME: SEABOARD ALLIED MILLING CORP
DATE OF NAME CHANGE: 19820328
FORMER COMPANY:
FORMER CONFORMED NAME: HATHAWAY BAKERIES INC
DATE OF NAME CHANGE: 19710315
8-K
1
k842213.txt
SEABOARD CORPORATION 8-K DATED APRIL 22, 2013
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) April 22, 2013
Seaboard Corporation
(Exact name of registrant as specified in its charter)
Delaware 1-3390 04-2260388
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation) File Number) Identification No.)
9000 W. 67th Street, Shawnee Mission, Kansas 66202
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (913) 676-8800
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
The annual meeting of stockholders was held on April 22, 2013 in Waltham,
Massachusetts. Three items were submitted to a vote as described in
Seaboard's Proxy Statement dated March 15, 2013. The following table
briefly describes the proposals and results of the stockholders' vote.
Votes in Votes
Favor Withheld
1. To elect the following persons as directors:
Steven J. Bresky 1,040,450 106,539
David A. Adamsen 1,062,044 84,945
Douglas W. Baena 1,061,995 84,994
Joseph E. Rodrigues 1,062,145 84,844
Edward I. Shifman, Jr. 1,053,330 93,659
Votes in Votes Votes
Favor Against Abstaining
2.Stockholder proposal requesting Seaboard to 46,170 1,018,807 82,012
report its charitable, political and lobbying
contributions.
Votes in Votes Votes
Favor Against Abstaining
3.To ratify selection of KPMG LLP as 1,180,366 1,806 1,262
independent auditors for 2013.
There were 36,445 broker non-votes each with respect to the election of
directors and proposal requesting management to report its charitable,
political and lobbying contributions. There were no broker non-votes
with respect to the selection of independent auditors.
Item 8.01 Other Events
On April 23, 2013, Registrant issued a press release announcing that Joseph
E. Rodrigues, a long-time Seaboard director and former executive officer,
passed away. As a result, his board seat is currently vacant until further
notice. The full text of this press release is included as Exhibit 99.1 to
this current report on Form 8-K.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
Registrant hereby furnishes the following exhibit pursuant to Item 8.01:
99.1 Press release of Seaboard Corporation dated April 23, 2013 announcing
that Joseph E. Rodrigues, a long-time Seaboard director and former
executive, passed away.
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 thereunto duly authorized.
DATE: April 24, 2013
Seaboard Corporation
by: /s/ Robert L. Steer
Robert L. Steer, Executive Vice President,
Chief Financial Officer
EX-99.1
2
ex99-1.txt
PRESS RELEASE OF SEABOARD CORPORATION
Exhibit 99.1
Press Release
Seaboard Corporation Director and Former Executive Vice President Passes Away
Seaboard Corporation (NYSE MKT: SEB) announced today that Joseph E.
Rodrigues, a long time Seaboard director and former executive officer,
passed away Monday morning, surrounded by family at his home in Las
Vegas. Seaboard's President and Chairman noted in a statement to all
Seaboard employees: "Many of you had the good fortune of knowing Joe and
you know what a remarkable man he was-in temperament, intellect and
spirit. I don't have the words to describe how well he lived his life and
how kindly he treated people. He was a wonderful business resource for
all of us who worked with him and more importantly, as a friend, he was a
pillar we could lean on for his wisdom, his measured outlook on life and
his amazing ability to make complicated issues so simple and clear."
Mr. Rodrigues' career with Seaboard began in 1980 when he served as
Managing Director of Seaboard's flour milling operations in Nigeria. In
1987 he was promoted to Executive Vice President and Chief Financial
Officer of Seaboard, serving in this capacity until he retired in 2001.
He had been a member of the Seaboard Board of Directors since 1990. Mr.
Rodrigues was instrumental in the development and growth of Seaboard's
significant overseas operations.
"Someone once said that when someone dies, it is as if a library has
burned down in that all that knowledge and experience is no longer
accessible. I can think of no better example of this than our dear friend
Joe Rodrigues. He was such a kind, wise and thoughtful man. We have lost
one of the great ones," said Mr. Bresky in reminiscing about Mr.
Rodrigues.
Seaboard's heartfelt condolences go out to his wife Isabel and his son
George, his extended family and his friends around the globe. We have
lost a business associate, a friend and a man who, through his life's
work, left this world a better place.
April 23, 2013