Greif Bros. 8-K 2014
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 28, 2014 (February 26, 2014)
(Exact name of registrant as specified in its charter)
Registrants telephone number, including area code: (740) 549-6000
(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):
Section 2 Financial Information
On February 26, 2014, Greif, Inc. (the Company) issued a press release (the Earnings Release) announcing the financial results for its first quarter ended January 31, 2014. The full text of the Earnings Release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
The Earnings Release included the following non-GAAP financial measures (the non-GAAP Measures):
Management of the Company uses the non-GAAP Measures to evaluate ongoing operations and believes that these non-GAAP Measures are useful to enable investors to perform meaningful comparisons of current and historical performance of the Company. Management of the Company also believes that the non-GAAP Measures provide a more stable platform on which to compare the historical performance of the Company than the most nearly equivalent GAAP data.
Section 5 Corporate Governance and Management
The Annual Meeting of Stockholders (the Annual Meeting) of the Company was held on February 24, 2014. At the Annual Meeting, the holders of the Companys Class B Common Stock (the Class B Stockholders) voted on the following proposal and cast their votes as described below.
At the Annual Meeting of Stockholders, each of the following nominees was elected to the Companys Board of Directors for a one-year term. The inspectors of election certified the following vote tabulation as to the shares of the Class B Stockholders.
Proposal 2 was a management proposal to modify a material term of the amended and restated long term incentive compensation plan and reaffirmation of the material terms of such plan, as described in the proxy materials. This proposal was approved. The inspectors of election certified the following vote tabulation as to the shares of the Class B Stockholders.
Proposal 3 was an advisory vote on compensation of named executive officers, as described in the proxy materials. This proposal was approved. The inspectors of election certified the following vote tabulation as to the shares of the Class B Stockholders.
Section 7 Regulation FD
On February 27, 2014, management of the Company held a conference call with interested investors and financial analysts (the Conference Call) to discuss the Companys financial results for its first quarter ended January 31, 2014. The file transcript of the Conference Call is attached as Exhibit 99.2 to this Current Report on Form 8-K.
Section 9 Financial Statements and Exhibits
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.