8-K 5/23/12 - Results of Annual Shareholder Mtg


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) May 22, 2012
 
TUPPERWARE BRANDS CORPORATION
(Exact name of registrant as specified in its charter)
 
 
 
Delaware
(State or other jurisdiction of incorporation)
1-11657
(Commission File Number)
36-4062333
(IRS Employer Identification No.)
 
 
 
14901 South Orange Blossom Trail,
Orlando, Florida
32837
(Address of principal executive offices)
(Zip Code)
 
Registrant's telephone number, including area code 407-826-5050
 
____________________________________
(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))





Item 5.02(b) Departure of Director or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Effective May 22, 2012, the following directors have retired from the Board of Directors of Tupperware Brands Corporation in accordance with its retirement policy: Dr. Rita Bornstein, Clifford J. Grum and Bob Marbut.

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

The 2012 Annual Meeting of Shareholders of Tupperware Brands Corporation (the “Company”, “Registrant”) was held on May 22, 2012 (the “Annual Meeting”). The matters described below were voted upon:

Annual Meeting final votes:
 
 
For
 
Against or
Withheld
 
Abstain
 
Broker non-votes
(1
)
To elect the following Directors to one year terms expiring in 2013:
 
 
 
 
 
 
 
 
Catherine A. Bertini
42,689,914

 
409,862

 
1,173,583

 
6,049,673

 
Susan M. Cameron
42,798,888

 
305,268

 
1,169,203

 
6,049,673

 
Kriss Cloninger, III
43,725,927

 
520,242

 
27,190

 
6,049,673

 
E. V. Goings
43,365,340

 
714,808

 
193,211

 
6,049,673

 
Joe R. Lee
42,251,363

 
847,758

 
1,174,238

 
6,049,673

 
Angel R. Martinez
42,432,324

 
665,646

 
1,175,389

 
6,049,673

 
Antonio Monteiro de Castro
43,657,568

 
590,632

 
25,159

 
6,049,673

 
Robert J. Murray
41,913,793

 
1,186,887

 
1,172,679

 
6,049,673

 
David R. Parker
42,264,917

 
834,580

 
1,173,862

 
6,049,673

 
Joyce M. Roché
42,207,516

 
893,071

 
1,172,772

 
6,049,673

 
M. Anne Szostak
43,355,919

 
892,171

 
25,269

 
6,049,673

(2
)
To ratify the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending December 29, 2012:
49,366,231

 
931,042

 
25,759

 
—

(3
)
To approve the advisory vote on the Company's executive compensation program:
42,348,146

 
1,729,938

 
195,275

 
6,049,673

    





SIGNATURES

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.

 
TUPPERWARE BRANDS CORPORATION
 
 
 
Date: May 23, 2012
By:
/s/ Thomas M. Roehlk
 
Thomas M. Roehlk
 
Executive Vice President and Chief Legal Officer and Secretary