f8kjuly152010.htm
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
July 15, 2010
Date of Report (Date of earliest event reported)
THE GREAT ATLANTIC & PACIFIC TEA COMPANY, INC.
(Exact name of registrant as specified in its charter)
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Maryland
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1-4141
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13-1890974
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(State or other jurisdiction of
incorporation or organization)
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(Commission file number)
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(I.R.S. Employer
Identification No.)
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Two Paragon Drive
Montvale, New Jersey 07645
(Address of principal executive offices)
(201) 573-9700
(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))
Item 5.07. Submission of Matters to a Vote of Security Holders.
The Great Atlantic & Pacific Tea Company, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”) on July 15, 2010 at which the Company’s stockholders approved (a) an amendment to the Company’s charter to increase the total number of shares of common stock which the Company has authority to issue from 160,000,000 to 260,000,000 shares (“Proposal 1”), (b) the reelection of the following persons to the Company’s Board of Directors (i) Bobbie Andrea Gaunt, Dan Plato Kourkoumelis, Edward Lewis, Gregory Mays and Maureen B. Tart-Bezer, by an affirmative vote of a plurality of all the voting securities of the Company cast, (ii) John D. Barline, Dr. Jens-Jurgen Bockel, Dr. Andreas Guldin and Christian W. E. Haub, by a majority vote of the shares of the Company’s Series A-T Preferred Stock present at the Annual Meeting and (iii) Frederic F. Brace and Terrence J. Wallock, by a majority vote of the shares of the Company’s Series A-Y Preferred Stock present at the Annual Meeting (clauses (i), (ii) and (iii) collectively, “Proposal 2”) and (c) the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm (“Proposal 3”).
Description of Matters Submitted
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For
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Against
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Abstentions
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Broker
Non-Votes
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Proposal 1 - Charter Amendment
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71,233,744
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4,430,086
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10,559
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5,987,608
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For
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Withheld
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Broker
Non-Votes
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Proposal 2 - Election of Directors
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By holders of all voting securities:
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Bobbie Andrea Gaunt
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67,718,119
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7,956,271
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5,997,606
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Dan Plato Kourkoumelis
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75,290,732
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383,658
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5,997,606
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Edward Lewis
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75,291,335
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383,055
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5,997,606
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Gregory Mays
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67,289,071
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8,375,319
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5,997,606
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Maureen B. Tart-Bezer
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75,289,814
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384,576
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By holders of Series A-T Preferred Stock:
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John D. Barline
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12,000,000
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0
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N/A
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Dr. Jens-Jurgen Bockel
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12,000,000
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0
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N/A
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Dr. Andreas Guldin
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12,000,000
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0
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N/A
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Christian W. E. Haub
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12,000,000
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0
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N/A
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By holders of Series A-Y Preferred Stock:
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Frederic F. Brace
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23,000,000
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0
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N/A
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Terrence J. Wallock
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23,000,000
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0
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N/A
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For
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Against
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Abstentions
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Broker
Non-Votes
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Proposal 3 - Appointment of PricewaterhouseCoopers LLP
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81,440,568
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211,551
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19,551
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0
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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 thereunto duly authorized.
Dated: July 20, 2010
THE GREAT ATLANTIC & PACIFIC TEA
COMPANY, INC.
By: /s/ Christopher W. McGarry
Name: Christopher W. McGarry
Title: Senior Vice President and General Counsel