International Flavors & Fragrances 8-K 2012
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): May 1, 2012
INTERNATIONAL FLAVORS & FRAGRANCES INC.
(Exact name of registrant as specified in its charter)
Registrants telephone number, including area code: (212) 765-5500
(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:
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On May 1, 2012, Margaret Hayes Adame retired from the Board of Directors of International Flavors & Fragrances Inc. (the Company).
Item 5.07 Submission of Matters to a Vote of Security Holders.
The Company held its Annual Meeting of Shareholders on May 1, 2012. At the Annual Meeting, (i) eleven members were elected to serve as directors of the Company; (ii) the selection of PricewaterhouseCoopers LLP as the Companys independent registered public accounting firm for 2012 was ratified; and (iii) the compensation of the Companys named executive officers was approved in an advisory vote. Each of these proposals is described in detail in the Companys Proxy Statement filed with the Securities and Exchange Commission on March 12, 2012 (the Proxy Statement). The final results for the votes regarding each proposal are set forth below.
The directors elected to the Companys Board for terms expiring at the Annual Meeting in the year 2013, as well as the number of votes cast for, votes cast against, votes abstained and broker non-votes with respect to each of these individuals are set forth below:
The proposal to ratify the Audit Committees selection of PricewaterhouseCoopers LLP as the Companys independent accountants for 2012 received the following votes:
The advisory proposal to approve the compensation of the Companys named executive officers, as disclosed in the Companys Proxy Statement, including the Compensation Discussion and Analysis, the compensation tables and related narrative disclosure, received the following votes:
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.