8-KShareholder Matters

Duke Energy CORP 8-K Report, Shareholder Vote Results (May 10, 2011)

Filed May 10, 2011For Securities:DUKDUKBDUK-PA

Summary

Duke Energy Corporation (DUK) filed an 8-K on May 9, 2011, reporting on the results of its Annual Meeting of Shareholders held on May 5, 2011. The filing indicates that all director nominees were elected, and the appointment of Deloitte & Touche LLP as the independent auditor for 2011 was ratified. Shareholders also provided advisory approval for executive compensation and recommended annual advisory votes on executive compensation going forward. Notably, three shareholder proposals were not approved by the shareholders. These proposals related to lobbying activities concerning global warming, financial risks associated with coal reliance, and a requirement for majority voting in director elections. The Board of Directors has committed to holding advisory votes on executive compensation on an annual basis, aligning with shareholder preference indicated in the voting results.

Key Highlights

  • 1All 11 director nominees were elected by shareholders.
  • 2The appointment of Deloitte & Touche LLP as the independent auditor for 2011 was ratified.
  • 3Shareholders provided non-binding approval for the company's executive compensation.
  • 4A non-binding advisory vote recommended that executive compensation be voted on annually.
  • 5The Board of Directors has determined that future advisory votes on executive compensation will be held annually.
  • 6Three shareholder proposals, concerning climate change lobbying, coal reliance risks, and majority director voting, were not approved.

Frequently Asked Questions

The main outcomes included the election of all director nominees, the ratification of Deloitte & Touche LLP as the independent auditor for 2011, and advisory approval of executive compensation. Shareholders also favored annual advisory votes on executive compensation.

No, all three shareholder proposals presented at the meeting failed to pass. These proposals focused on lobbying activities related to global warming, financial risks of coal reliance, and implementing majority voting for director elections.

Based on the shareholder vote, Duke Energy's Board of Directors has determined that advisory votes on executive compensation will be held on an annual basis.

All director nominees received a substantial majority of votes cast 'for' their election, significantly outweighing votes 'against' or withheld, and also considering broker non-votes.