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 5, 2011
DUKE ENERGY CORPORATION
(Exact Name of Registrant as Specified in its Charter)
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Delaware |
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001-32853 |
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20-2777218 |
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(State or Other Jurisdiction of Incorporation) |
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(Commission File Number) |
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(IRS Employer Identification No.) |
526 South Church Street, Charlotte, North Carolina 28202
(Address of Principal Executive Offices, including Zip code)
(704) 594-6200
(Registrant’s telephone number, including area code)
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.
(a) Duke Energy Corporation (“Duke Energy” or the “Corporation”) held its Annual Meeting of Shareholders (the “Annual Meeting”) on May 5, 2011.
(b) At the Annual Meeting, shareholders elected all 11 of the directors nominated by the Board of Directors and ratified the appointment of Deloitte & Touche LLP as the Corporation’s independent public accountant for 2011. Each director received a greater number of votes cast “for” his or her election than votes cast “against” his or her election as reflected below. The shareholders approved, by a non-binding, advisory vote, the executive compensation of the Corporation’s named executive officers, and also recommended, by a non-binding, advisory vote, an annual advisory vote regarding executive compensation. Three shareholder proposals presented at the meeting were not approved. For more information on the proposals, see Duke Energy’s proxy statement dated March 17, 2011. Set forth below are the final voting results for each of the proposals.
· Election of Director Nominees
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Director |
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Votes For |
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Votes Withheld |
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Abstentions |
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Broker |
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William Barnet, III |
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738,133,126 |
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13,782,742 |
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— |
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369,444,567 |
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G. Alex Bernhardt, Sr. |
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735,268,103 |
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16,647,765 |
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— |
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369,444,567 |
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Michael G. Browning |
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734,876,323 |
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17,039,545 |
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— |
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369,444,567 |
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Daniel R. DiMicco |
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737,694,584 |
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14,221,284 |
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— |
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369,444,567 |
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John H. Forsgren |
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737,984,561 |
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13,931,307 |
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— |
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369,444,567 |
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Ann Maynard Gray |
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734,291,683 |
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17,624,185 |
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— |
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369,444,567 |
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James H. Hance, Jr. |
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682,518,180 |
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69,397,688 |
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— |
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369,444,567 |
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E. James Reinsch |
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738,263,712 |
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13,652,156 |
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— |
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369,444,567 |
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James T. Rhodes |
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738,887,114 |
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13,028,754 |
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— |
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369,444,567 |
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James E. Rogers |
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716,667,477 |
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35,248,391 |
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— |
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369,444,567 |
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Philip R. Sharp |
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737,793,426 |
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14,122,442 |
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— |
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369,444,567 |
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· Proposal to ratify the appointment of Deloitte & Touche LLP as independent public accountant for 2011
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Votes For |
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Votes Against |
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Abstentions |
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Broker |
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1,100,580,811 |
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15,620,342 |
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5,159,282 |
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0 |
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· Advisory Vote on Executive Compensation
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Votes For |
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Votes Against |
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Abstentions |
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Broker |
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703,560,496 |
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41,269,522 |
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7,085,850 |
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369,444,567 |
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· Advisory Vote on the Frequency of an Advisory Vote on Executive Compensation
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1 Year |
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2 Years |
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3 Years |
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Abstentions |
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565,290,555 |
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12,068,885 |
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166,969,889 |
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7,586,539 |
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· Shareholder proposal relating to preparation of a report on Duke Energy’s global warming-related lobbying activities
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Votes For |
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Votes Against |
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Abstentions |
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Broker |
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43,192,794 |
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624,521,525 |
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84,201,549 |
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369,444,567 |
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· Shareholder proposal regarding the issuance of a report on the financial risks of continued reliance on coal
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Votes For |
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Votes Against |
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Abstentions |
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Broker |
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56,567,429 |
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610,053,517 |
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85,294,922 |
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369,444,567 |
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· Shareholder Proposal regarding an amendment to our organizational documents to require majority voting for the election of directors
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Votes For |
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Votes Against |
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Abstentions |
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Broker |
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277,977,161 |
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458,027,575 |
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15,911,132 |
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369,444,567 |
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(c) Not applicable.
(d) Based upon the results set forth above for the advisory vote on the frequency of future advisory votes on executive compensation, the Board of Directors has determined that future advisory votes on executive compensation will be submitted to shareholders on an annual basis.
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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DUKE ENERGY CORPORATION | |
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Date: May 10, 2011 |
By: |
/s/ Marc E. Manly |
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Name: |
Marc E. Manly |
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Title: |
Group Executive, Chief Legal Officer and Corporate Secretary |