SEC Document


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: May 12, 2016
(Date of earliest event reported)


FORD MOTOR COMPANY
(Exact name of registrant as specified in its charter)


Delaware
(State or other jurisdiction of incorporation)



1-3950
38-0549190
(Commission File Number)
(IRS Employer Identification No.)
 
 
One American Road, Dearborn, Michigan
48126
(Address of principal executive offices)
(Zip Code)



Registrant's telephone number, including area code 313-322-3000


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 12, 2016, our Annual Meeting of Shareholders was held. The matters voted upon and the results of the vote were as follows:

Proposal One: Election of Directors.

Nominee
For
Against
Abstain
Broker Non-Votes
Stephen G. Butler
4,773,320,575
53,370,278
19,178,641
1,186,298,871
Kimberly A. Casiano
4,762,105,746
68,260,066
15,503,178
1,186,298,871
Anthony F. Earley, Jr.
4,781,329,800
47,405,235
17,134,459
1,186,298,871
Mark Fields
4,791,644,283
42,569,386
11,655,172
1,186,298,871
Edsel B. Ford II
4,567,842,270
266,142,834
11,875,958
1,186,298,871
William Clay Ford, Jr.
4,783,472,756
52,575,926
9,820,454
1,186,298,871
James H. Hance, Jr.
4,746,733,974
78,744,748
20,389,094
1,186,298,871
William W. Helman IV
4,788,216,805
38,149,998
19,502,526
1,186,298,871
Jon M. Huntsman, Jr.
4,767,475,343
60,896,584
17,497,568
1,186,298,871
William E. Kennard
4,771,126,654
56,473,419
18,269,421
1,186,298,871
John C. Lechleiter
4,680,094,733
146,648,216
19,126,381
1,186,298,871
Ellen R. Marram
4,758,038,276
71,618,164
16,211,285
1,186,298,871
Gerald L. Shaheen
4,785,248,882
40,779,500
19,841,112
1,186,298,871
John L. Thornton
4,758,615,476
68,139,713
19,114,140
1,186,298,871


Proposal Two: Ratification of the Selection of the Independent Registered Public Accounting Firm. A proposal to ratify the selection of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm to perform an independent audit of the Company's consolidated financial statements and internal control over financial reporting in accordance with standards established by the Public Company Accounting Oversight Board for 2016 was adopted with the votes shown:

For
Against
Abstained
Broker Non-Votes
5,947,367,257
63,156,973
21,643,971
—

Proposal Three: Relating to an Advisory Vote by Shareholders to Approve the Compensation of the Named Executives. A proposal relating to a shareholder advisory vote to approve the compensation of the Named Executives was approved with the votes shown:

For
Against
Abstained
Broker Non-Votes
4,671,426,928
144,750,622
29,688,285
1,186,298,871



Proposal Four: Relating to Approval of the Tax Benefit Preservation Plan. A proposal relating to the approval of the Tax Benefit Preservation Plan was approved with the votes shown:

For
Against
Abstained
Broker Non-Votes
4,589,912,240
234,224,405
21,730,603
1,186,298,871

Proposal Five: Relating to Consideration of a Recapitalization Plan to Provide that All of the Company's Outstanding Stock Have One Vote Per Share. A proposal relating to consideration of a recapitalization plan to provide that all of the Company's outstanding stock have one vote per share was rejected with the votes shown:

For
Against
Abstained
Broker Non-Votes
1,790,936,234
3,025,810,819
29,120,848
1,186,298,871

Proposal Six: Relating to Permitting Holders of 10% of Common Stock to Call Special Shareholder Meetings. A proposal relating to allowing holders of 10% of outstanding Common Stock to call special shareholder meetings was rejected with the votes shown:

For
Against
Abstained
Broker Non-Votes
1,056,651,942
3,761,109,639
28,106,759
1,186,298,871



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.

 
 
FORD MOTOR COMPANY
 
 
(Registrant)
 
 
 
Date: May 17, 2016
By:
/s/ Jerome F. Zaremba
 
 
Jerome F. Zaremba,
 
 
Assistant Secretary