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): June 25, 2013

 

 

Yahoo! Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware		000-28018		77-0398689
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)
701 First Avenue Sunnyvale, California				94089
(Address of principal executive offices)				(Zip Code)

(408) 349-3300

(Registrant’s telephone number, including area code)

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:

 

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

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Item 5.07

Submission of Matters to a Vote of Security Holders.

Annual Meeting Results

On June 25, 2013, Yahoo! Inc. (the “Company”) held its annual meeting of shareholders (the “Annual Meeting”). At the Annual Meeting, the Company’s shareholders voted on the election of directors and the other proposals described in the Company’s Proxy Statement as filed on Schedule 14A on April 30, 2013. The number of votes cast for and against and the number of abstentions and broker non-votes with respect to each matter voted on are set forth below.

1. Election of Directors. At the Annual Meeting, the shareholders elected each director nominee to the Board of Directors by the following votes:

 

Nominee		Votes For				Votes Against				Abstentions				Broker Non-Votes
John D. Hayes			762,938,923				1,433,686				972,162				126,373,804
Susan M. James			762,753,673				1,640,353				950,745				126,373,804
Max R. Levchin			762,397,267				1,486,834				1,460,670				126,373,804
Peter Liguori			751,398,717				12,935,485				1,010,569				126,373,804
Daniel S. Loeb			741,362,449				23,059,980				922,342				126,373,804
Marissa A. Mayer			762,657,863				1,851,200				835,708				126,373,804
Thomas J. McInerney			762,900,477				1,448,831				995,464				126,373,804
Maynard G. Webb, Jr.			762,735,614				1,587,153				1,022,005				126,373,804
Harry J. Wilson			736,458,136				24,580,261				4,306,375				126,373,804
Michael J. Wolf			741,371,735				23,007,220				965,817				126,373,804

2. Advisory Vote on Executive Compensation. The shareholders approved, on an advisory, non-binding basis, the Company’s executive compensation by the following vote:

 

Votes For		Votes Against		Abstentions		Broker Non-Votes
709,713,096		48,166,711		7,463,472		126,375,297

3. Ratification of Independent Auditors. The shareholders ratified the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the Company for the fiscal year ending December 31, 2013 by the following vote:

 

Votes For		Votes Against		Abstentions		Broker Non-Votes
884,242,825		5,580,481		1,895,270		0

4. Shareholder Proposal Regarding Social Responsibility Report. The shareholders did not approve a shareholder proposal regarding a social responsibility report by the following vote:

 

Votes For		Votes Against		Abstentions		Broker Non-Votes
190,160,392		409,410,413		165,772,474		126,375,297

5. Shareholder Proposal Regarding Political Disclosure and Accountability. The shareholders did not approve a shareholder proposal regarding political disclosure and accountability by the following vote:

 

Votes For		Votes Against		Abstentions		Broker Non-Votes
239,260,397		387,452,174		138,632,201		126,373,804

All vote counts above have been rounded to the nearest whole share.

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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.

 

Date: June 27, 2013