- Current report filing (8-K)
May 10 2010 - 9:18AM
Edgar (US Regulatory)
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 7, 2010
Reynolds American Inc.
(Exact Name of Registrant as Specified in its Charter)
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North Carolina
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1-32258
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20-0546644
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(State or Other Jurisdiction
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(Commission
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(IRS Employer
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of Incorporation)
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File Number)
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Identification No.)
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401 North Main Street,
Winston-Salem, NC 27101
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code:
336-741-2000
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 (see General Instruction
A.2. below):
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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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))
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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 shareholders of Reynolds American Inc. was held on May 7, 2010, in
Winston-Salem, North Carolina, at which the following matters were submitted to a vote of
shareholders:
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(a)
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Votes regarding the election of four Class III directors:
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For
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Withheld
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Broker Non-Votes
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Martin D. Feinstein
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214,052,308
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2,320,993
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16,731,559
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Susan M. Ivey
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213,509,916
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2,863,385
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16,731,559
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Lionel L. Nowell, III
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214,712,487
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1,660,814
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16,731,559
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Neil R. Withington
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214,555,034
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1,818,267
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16,731,559
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(b)
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Votes regarding the ratification of the appointment of KPMG LLP as independent
auditors for 2010 were:
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For
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Against
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Abstentions
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231,677,338
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1,271,868
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155,654
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(c)
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Votes regarding the shareholder proposal on elimination of classified board
were:
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For
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Against
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Abstentions
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Broker Non-Votes
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73,872,038
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142,209,755
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291,508
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16,731,559
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(d)
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Votes regarding the shareholder proposal on retention of equity compensation
were:
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For
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Against
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Abstentions
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Broker Non-Votes
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22,674,609
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193,277,818
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420,874
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16,731,559
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(e)
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Votes regarding the shareholder proposal on communicating truth were:
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For
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Against
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Abstentions
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Broker Non-Votes
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3,207,144
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199,495,631
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13,670,526
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16,731,559
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(f)
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Votes regarding the shareholder proposal on human rights protocols for the
company and its suppliers were:
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For
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Against
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Abstentions
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Broker Non-Votes
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21,153,658
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181,108,613
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14,111,030
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16,731,559
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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.
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REYNOLDS AMERICAN INC.
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By:
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/s/ McDara P. Folan, III
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Name: McDara P. Folan, III
Title: Senior Vice President, Deputy General Counsel
and
Secretary
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Date: May 10, 2010
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