Summary
This 8-K filing from Republic Services, Inc. (RSG) on May 12, 2011, reports the outcomes of its 2011 Annual Meeting of Stockholders. The primary focus is on the voting results for key corporate governance and compensation matters. All director nominees were elected, and the proposal to approve the compensation of named executive officers received majority support, though with a significant number of dissenting votes. Stockholders also advised that future executive compensation votes should be held annually. The filing also details the approval of the Amended and Restated 2007 Stock Incentive Plan and the ratification of Ernst & Young LLP as the independent auditor for 2011. A stockholder proposal regarding payments upon the death of a senior executive was not approved. For investors, these results indicate continued board support, general approval of executive compensation practices (albeit with some shareholder concern), and strong endorsement of the company's incentive plans and auditor choice.
Key Highlights
- 1All director nominees were elected to serve one-year terms.
- 2The advisory, non-binding vote to approve the compensation of named executive officers passed with 197.7 million 'for' votes versus 118.1 million 'against' votes.
- 3Stockholders recommended holding advisory votes on executive compensation every one year, with a strong majority supporting this frequency.
- 4The Amended and Restated 2007 Stock Incentive Plan was approved by stockholders.
- 5Ernst & Young LLP was ratified as the company's independent public accountants for 2011 with overwhelming support.
- 6A stockholder proposal concerning payments upon the death of a senior executive was not approved by the majority of votes.