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

 

March 10, 2015

Date of Report (Date of earliest event reported)

 


GRAPHIC

Apple Inc.

(Exact name of registrant as specified in its charter)

 

California

(State or other jurisdiction
of incorporation)

 

001-36743

(Commission
File Number)

 

94-2404110

(IRS. Employer
Identification No.)

 

1 Infinite Loop

Cupertino, California 95014
(Address of principal executive offices) (Zip Code)

 

(408) 996-1010

(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 Annual Meeting of Shareholders (the “Annual Meeting”) of Apple Inc. (the “Company”) was held on March 10, 2015. At the Annual Meeting, the Company’s shareholders voted on the following six proposals and cast their votes as described below.

 

1. The individuals listed below were elected at the Annual Meeting to serve as directors of the Company until the next annual meeting of shareholders and until their successors are duly elected and qualified:

 

 

 

For

 

Against

 

Abstained

 

Broker Non-Vote

Tim Cook

 

3,345,273,774

 

19,035,736

 

5,903,296

 

1,502,570,664

Al Gore

 

3,261,713,739

 

100,103,695

 

8,395,372

 

1,502,570,664

Bob Iger

 

3,348,183,764

 

17,772,809

 

4,256,233

 

1,502,570,664

Andrea Jung

 

3,251,098,802

 

114,242,399

 

4,871,605

 

1,502,570,664

Art Levinson

 

3,307,581,958

 

54,730,768

 

7,900,080

 

1,502,570,664

Ron Sugar

 

3,333,351,056

 

31,515,474

 

5,346,276

 

1,502,570,664

Sue Wagner

 

3,347,388,390

 

17,857,090

 

4,967,326

 

1,502,570,664

 

2. A management proposal to ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2015, as described in the proxy materials. This proposal was approved.

 

For

 

Against

 

Abstained

 

Broker Non-Vote

4,842,005,841

 

18,891,324

 

11,886,305

 

0

 

3. An advisory resolution to approve executive compensation, as described in the proxy materials. This proposal was approved.

 

For

 

Against

 

Abstained

 

Broker Non-Vote

2,485,393,490

 

844,849,349

 

39,969,967

 

1,502,570,664

 

4. A management proposal to amend the Company’s Employee Stock Purchase Plan (the “Purchase Plan”) to increase by 50,000,000 the number of shares of the Company’s common stock authorized for issuance under the Purchase Plan, as described in the proxy materials. This proposal was approved.

 

For

 

Against

 

Abstained

 

Broker Non-Vote

3,328,288,563

 

32,006,980

 

9,917,263

 

1,502,570,664

 

A copy of the amended and restated Purchase Plan is filed as Exhibit 10.1 hereto.

 

5. A shareholder proposal entitled “Risk Report,” as described in the proxy materials. This proposal was not approved.

 

For

 

Against

 

Abstained

 

Broker Non-Vote

47,781,336

 

2,971,046,150

 

351,385,320

 

1,502,570,664

 

6. A shareholder proposal entitled “Proxy Access for Shareholders,” as described in the proxy materials. This proposal was not approved.

 

For

 

Against

 

Abstained

 

Broker Non-Vote

1,314,981,629

 

2,036,262,112

 

18,969,065

 

1,502,570,664

 



 

Item 9.01

Financial Statements and Exhibits.

 

(d)

Exhibits.

 

Exhibit
Number

 

Exhibit Description

 

 

 

 

10.1

 

 

Employee Stock Purchase Plan, as amended and restated as of March 10, 2015.



 

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.

 

 

 

Apple Inc.

 

 

 

Date: March 13, 2015

 

By:

/s/ D. Bruce Sewell

 

 

 

D. Bruce Sewell

 

 

 

Senior Vice President,
General Counsel and Secretary



 

Exhibit Index

 

Exhibit
Number

 

Exhibit Description

 

 

 

 

10.1

 

 

Employee Stock Purchase Plan, as amended and restated as of March 10, 2015.