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 10, 2011
OM GROUP, INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
001-12515
(Commission File Number)
52-1736882
(I.R.S. Employer Identification Number)
127 Public Square
1500 Key Tower
Cleveland, Ohio 44114-1221
(Address of principal executive offices)
(Zip code)
(216) 781-0083
(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 5.07 Submission of Matters to a Vote of Security Holders.
The 2011 Annual Meeting of Stockholders of OM Group, Inc. (the “Company”) was held on Tuesday, May
10, 2011.
Set forth below are the matters acted upon by OM Group, Inc. stockholders at the Annual Meeting,
and the final voting results on each such matter.
| 1. |
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Election of two directors to serve for a term expiring at the Company’s annual meeting in
2014: |
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| Name |
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Votes For |
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Votes Withheld |
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Abstentions |
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Broker Non-Votes |
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Total |
| William J. Reidy
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16,742,718
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9,447,429
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—
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2,679,891
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28,870,038 |
| Joseph Scaminace
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24,643,181
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1,546,966
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—
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2,679,891
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28,870,038 |
| 2. |
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Confirmation of the appointment of Ernst & Young LLP as the Company’s independent registered
public accountant for 2011: |
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| Votes For |
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Votes Against |
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Abstentions |
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Broker Non-Votes |
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Total |
| 28,366,959
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490,278
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12,801
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—
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28,870,038 |
| 3. |
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An advisory vote regarding the compensation of our named executive officers: |
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| Votes For |
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Votes Against |
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Abstentions |
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Broker Non-Votes |
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Total |
| 20,931,871
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5,229,816
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28,460
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2,679,891
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28,870,038 |
| 4. |
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An advisory vote upon the frequency of future advisory votes regarding executive
compensation: |
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| 1 Year |
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2 Years |
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3 Years |
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Abstain |
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Broker Non-Votes |
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Total |
| 23,721,436
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74,215
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2,382,833
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11,663
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2,679,891
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28,870,038 |
| 5. |
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Develop Indicators for a Human Rights Policy: |
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| Votes For |
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Votes Against |
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Abstain |
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Broker Non-Votes |
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Total |
| 7,456,802
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9,801,050
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8,932,295
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2,679,891
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28,870,038 |