UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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 14, 2015

 

SMART & FINAL STORES, INC.

(Exact Name of Registrant as Specified in Charter)

 

Delaware

 

001-36626

 

80-0862253

(State or Other Jurisdiction
of Incorporation)

 

(Commission
File Number)

 

(IRS Employer
Identification No.)

 

600 Citadel Drive, Commerce, CA

 

90040

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code (323) 869-7500

 

N/A

(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)

 

o            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))

 

o            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.

 

Annual Meeting of Stockholders

 

On May 14, 2015, Smart & Final Stores, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”) at the Omni Los Angeles Hotel at California Plaza, Crocker Room, 251 South Olive Street, Los Angeles, California 90012.  The issued and outstanding shares of stock of the Company entitled to vote at the Annual Meeting consisted of the 73,771,652 shares of common stock outstanding on the record date, March 17, 2015.  The common stockholders of the Company voted on four matters at the Annual Meeting, all of which were approved.  The final voting results from the Annual Meeting as of May 14, 2015, as certified by the inspector of election, were as follows:

 

(1)                                 A proposal to elect two Class I directors for three-year terms expiring at the 2018 Annual Meeting once their respective successors have been duly elected and qualified or until their earlier resignation or removal:

 

 

 

FOR

 

AGAINST

 

ABSTAIN

 

BROKER NON-VOTES

 

Norman H. Axelrod

 

65,216,949

 

4,020,848

 

4,051

 

1,794,003

 

Dennis T. Gies

 

63,975,629

 

5,262,168

 

4,051

 

1,794,003

 

 

(2)                                 A proposal to ratify the appointment of Ernst & Young LLP as independent auditors for the Company’s 2015 fiscal year:

 

FOR

 

AGAINST

 

ABSTAIN

 

71,014,436

 

20,712

 

703

 

 

(3)                                 A proposal to approve, by non-binding vote, the compensation paid to the Company’s named executive officers in 2014:

 

FOR

 

AGAINST

 

ABSTAIN

 

BROKER NON-VOTES

 

69,142,448

 

94,975

 

4,425

 

1,794,003

 

 

(4)                                 A proposal to recommend, by non-binding vote, the frequency of future advisory votes on executive compensation:

 

1 YEAR

 

2 YEARS

 

3 YEARS

 

ABSTAIN

 

BROKER NON-VOTES

 

67,290,371

 

2,945

 

1,945,139

 

3,393

 

1,794,003

 

 

2



 

SIGNATURES

 

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.

 

 

SMART & FINAL STORES, INC

 

 

Date: May 14, 2015

 

 

 

 

By:

/s/ Richard N. Phegley

 

Name:

Richard N. Phegley

 

Title:

Senior Vice President and Chief Financial Officer

 

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Document Format Files

Seq Description Document Type Size
1 8-K a15-11518_18k.htm 8-K 44736
  Complete submission text file 0001104659-15-038184.txt   45964