UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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, 2016

 

 

Danaher Corporation

(Exact Name of Registrant as Specified in Its Charter)

 

 

Delaware

(State or Other Jurisdiction of Incorporation)

 

001-08089		59-1995548
(Commission File Number)		(IRS Employer Identification No.)

 

2200 Pennsylvania Ave., N.W., Suite 800W, Washington, D.C.		20037-1701
(Address of Principal Executive Offices)		(Zip Code)

202-828-0850

(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 (see General Instruction A.2. below):

 

¨

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨

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 Company’s annual meeting of shareholders was held on May 10, 2016. At the annual meeting, the Company’s shareholders voted on the following proposals:

1. To elect the ten directors named in the Company’s proxy statement to terms expiring in 2017. Each nominee for director was elected by a vote of the shareholders as follows:

 

		For				Against				Abstain				Broker Non-Votes
Donald J. Ehrlich			449,566,514				135,551,888				476,555				32,668,181
Linda Hefner Filler			565,408,055				19,943,524				241,136				32,668,181
Thomas P. Joyce, Jr.			580,707,714				4,665,805				219,196				32,668,181
Teri List-Stoll			465,422,487				119,935,372				237,098				32,668,181
Walter G. Lohr, Jr.			562,028,839				22,420,830				1,145,288				32,668,181
Mitchell P. Rales			574,952,218				10,418,772				223,967				32,668,181
Steven M. Rales			574,072,930				10,751,027				771,000				32,668,181
John T. Schwieters			445,173,139				140,182,274				239,544				32,668,181
Alan G. Spoon			562,598,688				22,092,945				903,324				32,668,181
Elias A. Zerhouni, M.D.			582,840,759				2,513,024				241,174				32,668,181

2. To ratify the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2016. The proposal was approved by a vote of shareholders as follows:

 

For			612,390,533
Against			5,630,467
Abstain			242,138

3. To approve on an advisory basis the Company’s named executive officer compensation. The proposal was approved by a vote of shareholders as follows:

 

For			573,905,247
Against			11,031,234
Abstain			658,476
Broker Non-Votes			32,668,181

4. To act upon a shareholder proposal requesting that Danaher issue a report disclosing its political expenditure policies and direct and indirect political expenditures. The proposal was rejected by a vote of shareholders as follows:

 

For			169,695,708
Against			337,274,678
Abstain			78,622,971
Broker Non-Votes			32,668,181

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5. To act upon a shareholder proposal requesting that Danaher amend its governing documents to reduce the percentage of shares required for shareholders to call a special meeting of shareholders from 25% to 15%. The proposal was rejected by a vote of shareholders as follows:

 

For			238,890,326
Against			345,889,535
Abstain			815,096
Broker Non-Votes			32,668,181

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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.

 

Dated: May 11, 2016