8-K 2014 Annual Meeting


 
 
 
 
 
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): February 27, 2014
_______________
INTL FCStone Inc.
(Exact name of registrant as specified in its charter)
_______________

 
 
 
 
 
Delaware
 
000-23554
 
59-2921318
(State of Incorporation)
 
(Commission File Number)
 
(IRS Employer ID No.)
708 Third Avenue, Suite 1500, New York, NY 10017
(Address of principal executive offices, including Zip Code)
(212) 485-3500
(Registrant's telephone number, including area code)
_______________
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 5.02. Departure of Directors.
Diego J. Veitia retired from the Company's Board of Directors with effect from February 27, 2014.

Item 5.07. Submission of Matters to a Vote of Security Holders.
The Annual Meeting of the Shareholders of INTL FCStone Inc. was held on February 27, 2014. The final voting results for each matter submitted to a vote of the Shareholders are as follows:

Item 1. With respect to the election of eight directors to hold office for a term expiring at the 2015 annual meeting or until their respective earlier death, resignation or removal, votes were validly cast as follows for the following persons as directors of the Company:
Nominees
Number of Votes For
Number of Votes Withheld
Broker Non-Votes
Paul G. Anderson
11,708,867
2,397,776
3,269,646
Scott J. Branch
13,977,619
129,024
3,269,646
John M. Fowler
13,920,969
185,674
3,269,646
Daryl K. Henze
11,626,537
2,480,106
3,269,646
Bruce Krehbiel
11,537,151
2,569,492
3,269,646
Sean M. O'Connor
13,976,038
130,605
3,269,646
Eric Parthemore
13,902,289
204,354
3,269,646
John Radziwill
13,992,707
113,936
3,269,646

Item 2. KPMG LLP was ratified as the Company's independent registered public accounting firm for the 2014 fiscal year with the following vote:
FOR
15,161,927

AGAINST
2,151,274

ABSTAIN
63,088

BROKER NON-VOTES


Item 3. A Company proposal, required by the Dodd-Frank Wall Street Reform and Consumer Protection Act, requesting that shareholders approve a non-binding resolution to approve the compensation awarded by the Company to the Company's Named Executive Officers ("say-on-pay") as described in the Compensation Discussion & Analysis ("CD&A"), tabular disclosures, and other narrative executive compensation disclosures in the January 17, 2014 Proxy Statement as required by the rules of the Securities and Exchange Commission, passed with the following vote:
FOR
13,170,003

AGAINST
929,159

ABSTAIN
7,481

BROKER NON-VOTES
3,269,646


Item 8.01. Other Events.
During the regular meeting of the Board of Directors held February 27, 2014, following the Annual Meeting of the Shareholders of INTL FCStone Inc., John Radziwill was elected as Chairman of the Board of Directors.







 

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.

 
 
 
INTL FCStone Inc.
 
 
 
(Registrant)
 
March 4, 2014
 
/s/ Brian T. Sephton
 
(Date)
 
Brian T. Sephton
 
 
 
Chief Legal & Governance Officer