8-KShareholder MattersRegulation FDExhibits & Filings

NEWMONT Corp /DE/ 8-K Report, Shareholder Vote Results (Apr 28, 2014)

Filed April 28, 2014For Securities:NEMNEMCL

Summary

Newmont Mining Corporation (NEM) filed an 8-K report on April 27, 2014, detailing the results of its 2014 Annual Meeting of Stockholders held on April 23, 2014. The primary focus of the filing is the voting outcomes on several key proposals. Investors would be interested to note the overwhelming approval for the re-election of all directors and the ratification of PricewaterhouseCoopers LLP as the independent auditor. Additionally, shareholders provided strong advisory support for the executive compensation. The report also highlights a defeated stockholder proposal concerning political spending disclosure, indicating shareholder sentiment on transparency in this area. A separate item addresses responses to news releases from Barrick Gold Corporation, with the actual news releases attached as exhibits, suggesting a potentially significant ongoing development or discussion between the two companies that investors should investigate further.

Key Highlights

  • 1All incumbent directors were overwhelmingly re-elected with significant "Votes For" percentages exceeding 99%.
  • 2The appointment of PricewaterhouseCoopers LLP as the independent auditor for 2014 was ratified by a substantial majority of shareholders.
  • 3Shareholders provided strong advisory support for the compensation of Named Executive Officers, with approximately 90% of votes cast in favor.
  • 4A stockholder proposal requesting disclosure of political spending was defeated, with a significant majority of votes cast against it.
  • 5The company issued news releases on April 28, 2014, responding to Barrick Gold Corporation, which are attached as exhibits to this filing, indicating potential corporate developments.
  • 6The voting results show a significant number of "Broker Non-Votes" across all proposals, which is a standard disclosure for shareholder meetings.

Frequently Asked Questions

The main outcomes were the overwhelming re-election of all directors, the ratification of PricewaterhouseCoopers LLP as independent auditors, and strong advisory approval for executive compensation. A stockholder proposal on political spending disclosure was defeated.

Broker Non-Votes represent shares held by brokers in "street name" for their clients where the broker has not received voting instructions from the beneficial owner. While they don't directly vote, their presence can impact the percentage of votes cast on certain proposals, especially in close votes.

The 8-K filing states that Newmont issued news releases on April 28, 2014, in response to news releases from Barrick Gold Corporation. The specific content of these responses is detailed in the attached exhibits (99.1 and 99.2), suggesting a material development or discussion between the two companies.

The filing only provides the voting results, showing a clear majority voted against the proposal. The reasons for the shareholder vote against it are not detailed in this specific 8-K filing, but generally, such proposals can be opposed for various reasons including concerns about the cost of disclosure or alignment with company policy.