Document


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): June 8, 2016
Ingram Micro Inc.

(Exact Name of Registrant as Specified in Charter)
Delaware
1-12203
62-1644402
(State or Other Jurisdiction
of Incorporation)
(Commission File Number)
(I.R.S. Employer
Identification No.)
3351 Michelson Drive, Suite 100, Irvine, CA 92612
(Address of Principal Executive Offices and Zip Code)
 
(714) 566-1000
(Registrant’s Telephone Number, including Area Code)
 
Not Applicable
(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:
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))







Item 5.07     Submission of Matters to a Vote of Security Holders.

At the Annual Meeting of Shareholders on June 8, 2016 (the “2016 Annual Meeting”), the shareholders of Ingram Micro Inc. (the “Company”) approved the following proposals, in each case consistent with the recommendation of the Board of Directors of the Company. For more information on the following proposals considered at the 2016 Annual Meeting, see the Company’s proxy statement filed with the Securities and Exchange Commission (the “SEC”) on April 26, 2016 and the supplement to the proxy statement filed with the SEC on May 25, 2016, the relevant portions of which are incorporated herein by reference.

1.
The Company’s shareholders elected each of the ten nominees to the Board of Directors for a one-year term by a majority of the votes cast:
Director Nominee
 
For
 
Against
 
Abstain
 
Broker Non-Votes
Howard I. Atkins
 
110,646,392

 
12,482,304

 
73,287

 
7,484,766

David A. Barnes
 
121,977,633

 
1,152,151

 
72,199

 
7,484,766

Leslie Stone Heisz
 
119,626,295

 
3,497,327

 
78,361

 
7,484,766

John R. Ingram
 
109,554,941

 
13,570,575

 
76,467

 
7,484,766

Dale R. Laurance
 
121,618,788

 
1,509,846

 
73,349

 
7,484,766

Linda Fayne Levinson
 
109,088,892

 
14,035,297

 
77,794

 
7,484,766

Scott A. McGregor
 
108,661,423

 
14,463,175

 
77,385

 
7,484,766

Carol G. Mills
 
109,857,229

 
13,266,587

 
78,167

 
7,484,766

Alain Monié
 
121,767,355

 
1,362,799

 
71,829

 
7,484,766

Wade Oosterman
 
120,960,821

 
2,165,459

 
75,703

 
7,484,766


2.
The Company’s shareholders voted for advisory approval of the compensation of the Company’s named executive officers.
 
 
Number of Votes
For
 
101,377,979

Against
 
21,491,311

Abstain
 
332,693

Broker Non-Votes
 
7,484,766


3.
The Company’s shareholders voted to approve the second amendment to the Company’s 2011 Incentive Plan.
 
 
Number of Votes
For
 
112,145,140

Against
 
10,943,566

Abstain
 
113,277

Broker Non-Votes
 
7,484,766


4.
The Company’s shareholders ratified the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the current fiscal year:
 
 
Number of Votes
For
 
129,776,437

Against
 
841,487

Abstain
 
68,825

Broker Non-Votes
 
N/A





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.
 
 
INGRAM MICRO INC.
Date:
June 8, 2016
 
By:
/s/ Larry C. Boyd
 
 
 
 
Name:
Larry C. Boyd
 
 
 
 
Title:
Executive Vice President,
Secretary and General Counsel