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): May 19, 2016

 

 

SEALED AIR CORPORATION

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Delaware		1-12139		65-0654331
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

8215 Forest Point Boulevard Charlotte, North Carolina		28273
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: 980-221-3235

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

On May 19, 2016, the Company held its annual meeting of stockholders. The holders of a total of 172,944,886 shares of our common stock were present in person or by proxy at the annual meeting, representing approximately 87.91% of the voting power entitled to vote at the annual meeting. Each share of common stock was entitled to one vote on each matter before the meeting. The matters considered and voted on by the stockholders at the annual meeting and the vote of the stockholders were as follows:

 

1.

The stockholders elected the entire board of directors, each of whom holds office until a successor is elected and qualified or until his or her earlier resignation or removal, by the following votes:

 

		Nominee		For		Against		Abstain		Broker Non-Votes
1.		Michael Chu		158,836,595		3,264,739		274,427		10,569,125
2.		Lawrence R. Codey		154,729,764		7,256,875		389,122		10,569,125
3.		Patrick Duff		157,284,305		4,758,983		332,473		10,569,125
4.		Jacqueline B. Kosecoff		159,094,698		2,872,056		409,007		10,569,125
5.		Neil Lustig		160,853,988		1,089,800		431,973		10,569,125
6.		Kenneth P. Manning		154,607,589		7,358,218		409,954		10,569,125
7.		William J. Marino		158,106,956		3,842,772		426,033		10,569,125
8.		Jerome A. Peribere		159,525,207		2,599,478		251,076		10,569,125
9.		Richard L. Wambold		160,699,468		1,285,853		390,440		10,569,125
10.		Jerry R. Whitaker		157,406,738		4,549,742		419,281		10,569,125

 

2.

The stockholders approved, on a non-binding advisory basis, the executive compensation as disclosed in the proxy statement by the following vote:

 

		For		Against		Abstain		Broker Non-Votes
Approval of Executive Compensation		158,840,863		3,096,409		438,489		10,569,125

 

3.

The stockholders ratified the appointment of Ernst & Young LLP as our independent auditor for the fiscal year ending December 31, 2016 by the following vote:

 

		For		Against		Abstain		Broker Non-Votes
Ratification of Appointment of Ernst & Young LLP		163,236,333		9,455,550		253,003		0

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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.

 

Dated: May 23, 2016