Walgreen Company 8-K 2010
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): January 13, 2010
(Exact name of registrant as specified in its charter)
Registrant’s telephone number, including area code:(847) 940-2500
(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:
Walgreen Co. (the “Company”) held its Annual Meeting of Shareholders on January 13, 2010. At the Annual Meeting, the shareholders of the Company voted to approve the amended and restated Walgreen Co. Executive Stock Option Plan (the “Plan”). The material changes reflected in the amended and restated Plan are as follows:
The Plan, as amended and restated, is filed as Exhibit 99.1 to this Current Report.
At the Annual Meeting, the shareholders voted on the following proposals:
1. The shareholders voted for election of the following directors to serve until the next annual meeting or until their successors are elected and qualified:
There were 161,499,251 broker non-votes on this proposal.
2. The proposal to ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm was approved by a vote of 827,824,640 for, 17,527,091 against and 3,634,260 abstentions.
3. The proposal to amend and restate the Walgreen Co. Executive Stock Option Plan was approved by a vote of 608,877,747 for, 72,324,681 against, 6,280,850 abstentions and 161,502,713 broker non-votes.
4. The shareholder proposal on a policy to change each voting requirement in the Company’s charter and by-laws to a simple majority vote was approved by a vote of 506,066,926 for, 175,395,390 against, 6,011,077 abstentions and 161,512,598 broker non-votes.
5. The shareholder proposal on a policy that a significant portion of future stock option grants to senior executives should be performance-based was not approved. There were 292,254,821 votes for, 380,969,102 votes against, 14,255,402 abstentions and 161,506,666 broker non-votes.
6. The shareholder proposal on a written report on charitable donations was not approved. There were 42,464,856 votes for, 525,104,331 votes against, 119,911,473 abstentions and 161,505,331 broker non-votes.
Item 9.01 Financial Statements and Exhibits.
The following exhibit is being filed as part of this Form 8-K:
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.