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 7, 2015



United Parcel Service, Inc.
(Exact name of registrant as specified in its charter)
 

 
 
 
 
 
 
Delaware
 
001-15451
 
58-2480149
(State or other jurisdiction
of incorporation)
 
(Commission File Number)
 
(IRS Employer
Identification No.)
 
 
 
 
55 Glenlake Parkway, N.E., Atlanta, Georgia
 
30328
(Address of principal executive offices)
 
(Zip Code)
Registrant’s telephone number, including area code (404) 828-6000
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 (see General Instruction A.2. below):
 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 
o
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 7, 2015, United Parcel Service, Inc. held its annual meeting of shareowners. Proxies for the meeting were solicited pursuant to Regulation 14A under the Securities Exchange Act of 1934 and are described in detail in the Company’s definitive proxy statement that was filed with the Securities and Exchange Commission on Schedule 14A. The following matters were submitted to a vote of the shareowners.
Election of Directors:
Votes regarding the election of 12 directors for a term expiring in 2016 were as follows: 

Election of Directors:
For
 
Against
 
Abstentions
 
Broker
Non-Votes
David P. Abney
1,755,374,687
 
80,641,547
 
36,432,103
 
105,848,772
Rodney C. Adkins
1,776,635,655
 
54,473,275
 
41,339,407
 
105,848,772
Michael J. Burns
1,773,239,462
 
57,955,822
 
41,253,053
 
105,848,772
D. Scott Davis
1,756,058,502
 
86,387,060
 
30,002,775
 
105,848,772
William R. Johnson
1,775,027,077
 
55,958,480
 
41,462,780
 
105,848,772
Candace Kendle
1,772,546,494
 
59,252,600
 
40,649,243
 
105,848,772
Ann M. Livermore
1,761,040,394
 
73,651,336
 
37,756,607
 
105,848,772
Rudy H.P. Markham
1,773,960,867
 
57,605,046
 
40,882,424
 
105,848,772
Clark T. Randt, Jr.
1,775,315,637
 
57,084,182
 
40,048,518
 
105,848,772
John T. Stankey
1,772,558,364
 
57,928,078
 
41,961,895
 
105,848,772
Carol B. Tomé
1,772,543,632
 
61,772,813
 
38,131,892
 
105,848,772
Kevin M. Warsh
1,772,378,962
 
59,097,387
 
40,971,988
 
105,848,772

Under our Bylaws, each of the directors was elected, having received more votes “for” than “against.”
Incentive Compensation Plan:
Votes regarding the approval of the 2015 Omnibus Incentive Compensation Plan were as follows:
 
For
 
Against
 
Abstentions
 
Broker
Non-Votes
Incentive Compensation Plan
1,681,769,421
 
123,472,103
 
67,206,813
 
105,848,772
The proposal passed.
Ratification of Accountants:
Votes regarding the ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the year ending December 31, 2015 were as follows: 

 
For
 
Against
 
Abstentions
Ratify the appointment of Deloitte & Touche LLP
1,921,511,855
 
41,745,078
 
15,040,176
The proposal passed.



Shareowner Proposals:
Votes on a shareowner proposal on lobbying disclosure were as follows:

 
For
 
Against
 
Abstentions
 
Broker
Non-Votes
Shareowner proposal
271,679,669
 
1,438,691,128
 
162,077,540
 
105,848,772
The proposal did not pass.

Votes on a shareowner proposal to reduce the voting power of class A stock from 10 votes per share to one vote per share were as follows: 
 
 
For
 
Against
 
Abstentions
 
Broker
Non-Votes
Shareowner proposal
451,675,827
 
1,360,029,876
 
60,742,634
 
105,848,772
The proposal did not pass.

A shareowner proposal, also described in the proxy statement, regarding the payment of tax-gross ups to senior executives, was withdrawn by the proposing shareowner prior to the annual meeting and was not voted on at the annual meeting.





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.

 
 
 
 
 
 
 
 
UNITED PARCEL SERVICE, INC.

Date: May 11, 2015
 
 
 
By:
 
/s/ Teri P. McClure
 
 
 
 
 
 
Teri P. McClure
 
 
 
 
 
 
Chief Legal Officer and
 
 
 
 
 
 
Senior Vice President, Human Resources