0001193125-14-236238.txt : 20140624 0001193125-14-236238.hdr.sgml : 20140624 20140613161652 ACCESSION NUMBER: 0001193125-14-236238 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140612 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: 20140613 DATE AS OF CHANGE: 20140613 FILER: COMPANY DATA: COMPANY CONFORMED NAME: JARDEN CORP CENTRAL INDEX KEY: 0000895655 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-MISCELLANEOUS NONDURABLE GOODS [5190] IRS NUMBER: 351828377 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13665 FILM NUMBER: 14910275 BUSINESS ADDRESS: STREET 1: 555 THEODORE FREMD AVE CITY: RYE STATE: NY ZIP: 10580 BUSINESS PHONE: 914 967 9400 MAIL ADDRESS: STREET 1: 555 THEODORE FREMD STREET 2: AVE CITY: RYE STATE: NY ZIP: 10580 8-K 1 d742481d8k.htm FORM 8-K Form 8-K

 

 

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) June 12, 2014

 

 

Jarden Corporation

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-13665   35-1828377

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification No.)

 

1800 North Military Trail, Boca Raton, Florida   33431
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code (561) 447-2520

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

Effective June 12, 2014, as previously announced, Al LeFevre was appointed as Executive Vice President - Finance and Chief Financial Officer of Jarden Corporation (the “Company”), and Ian G.H. Ashken ceased to be Chief Financial Officer of the Company. Mr. Ashken continues to serve as Vice Chairman and President of the Company.

Additional information regarding Mr. LeFevre may be found on the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on March 7, 2014, which information is incorporated herein by reference.

 

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

(a) and (b)

On June 12, 2014, the Company held its annual meeting of stockholders (the “Annual Meeting”). At the Annual Meeting four proposals were submitted to, and approved by, the Company’s stockholders. Each proposal is described in more detail in the Company’s Proxy Statement. The final voting results for each proposal are set forth below.

 

    

Voted

For

      Withheld     

Broker

Non-Votes

  

Proposal 1 - The election of three Class III Directors for three-year terms expiring in 2017

         

Richard J. Heckmann

      110,481,025         3,930,113         5,556,990   

Irwin D. Simon

      109,568,659         4,842,478         5,556,990   

William J. Grant

      113,638,528         772,610         5,556,990   

 

    

Voted

For

      Voted
Against		      Abstained     

Broker

Non-Votes

  

Proposal 2 - Proposal to approve an amendment to the Company’s Restated Certificate of Incorporation, as amended, to declassify the Board of Directors

      114,088,447         62,275         260,415         5,556,990   

Proposal 3 - Ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the year ending December 31, 2014

      118,677,848         814,286         475,993         —     

Proposal 4 - Advisory approval of the Company’s executive compensation

      63,247,395         50,468,221         695,521         5,556,990   

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.

Dated: June 13, 2014

 

JARDEN CORPORATION
By:  

/s/ John E. Capps

Name:   John E. Capps
Title:  

Executive Vice President - Administration,

    General Counsel and Secretary