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 25, 2010 |
Arbitron Inc.
__________________________________________
(Exact name of registrant as specified in its charter)
| Delaware | 1-1969 | 52-0278528 |
|
_____________________ (State or other jurisdiction |
_____________ (Commission |
______________ (I.R.S. Employer |
| of incorporation) | File Number) | Identification No.) |
| 9705 Patuxent Woods Drive, Columbia, Maryland | 21046 | |
|
_________________________________ (Address of principal executive offices) |
___________ (Zip Code) |
| Registrant’s telephone number, including area code: | 410-312-8000 |
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))
Item 5.07 Submission of Matters to a Vote of Security Holders
On May 25, 2010, Arbitron Inc. (the “Company”) held its 2010 Annual Meeting of Stockholders. The certified results of the matters voted upon at the meeting, which are more fully described in the Company’s proxy statement, are as follows:
| 1. | Election of Directors. In an uncontested election, each of the following nominees was elected to the Board of Directors for a one-year term expiring in 2011. The following table reflects the voting results for each nominee: |
| For | Withheld | Broker Non-Votes | ||||||||||
Shellye L. Archambeau |
23,884,578 | 199,513 | 1,087,768 | |||||||||
David W. Devonshire |
23,871,894 | 212,197 | 1,087,768 | |||||||||
John A. Dimling |
24,042,778 | 41,313 | 1,087,768 | |||||||||
Philip Guarascio |
22,439,908 | 1,644,183 | 1,087,768 | |||||||||
William T. Kerr |
23,805,934 | 278,157 | 1,087,768 | |||||||||
Larry E. Kittelberger |
22,450,419 | 1,635,672 | 1,087,768 | |||||||||
Luis G. Nogales |
22,450,475 | 1,633,616 | 1,087,768 | |||||||||
Richard A. Post |
23,884,876 | 199,215 | 1,087,768 | |||||||||
| 2. | Amendment to and Restatement of the Company’s 2008 Equity Compensation Plan. The stockholders approved an amendment to and restatement of the Company’s 2008 Equity Compensation Plan to, among other things, increase the authorized number of shares issuable thereunder by 2,200,000. |
| For | Against | Abstain | Broker Non-Votes | |||||||||
13,237,699
|
10,612,158 | 234,234 | 1,087,768 | |||||||||
| 3. | Amendment to the Company’s Employee Stock Purchase Plan. The stockholders approved an amendment to the Company’s Employee Stock Purchase Plan to increase the number of shares available in that plan by 250,000. |
| For | Against | Abstain | Broker Non-Votes | |||||||||
22,849,701
|
1,018,662 | 215,728 | 1,087,768 | |||||||||
| 4. | Auditor Ratification. The appointment of KPMG LLP as the Company’s independent registered public accounting firm for 2010 was ratified by the following vote: |
| For | Against | Abstain | ||||||
25,084,209
|
78,441 | 9,209 | ||||||
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.
| Arbitron Inc. | ||||
| May 26, 2010 | By: |
Timothy T. Smith
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| Name: Timothy T. Smith | ||||
| Title: Executive Vice President and Chief Legal Officer, Legal and Business Affairs, and Secretary | ||||