Dana Holding Corporation 8-K Summary
Business Context and Reporting Period
This Form 8-K Current Report, dated May 4, 2011, discloses the results of the Annual Meeting of Shareholders held on that date. The filing details the voting outcomes for four proposals submitted to security holders.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance voting results.
Material Changes and Voting Results
Shareholders voted on 210,984,146 shares of common stock eligible to vote. All four proposals were approved by the requisite majority. The specific results were:
- Election of Directors: Six directors were elected for a one-year term. John M. Devine received the highest support (140,662,850 FOR votes), while Richard F. Wallman received the lowest support among the nominees (120,896,826 FOR votes), though all were approved.
- Executive Compensation Advisory Vote: Approved with 129,209,170 FOR votes versus 7,854,413 AGAINST votes.
- Frequency of Compensation Vote: Shareholders voted to hold the advisory vote on executive compensation annually (125,393,294 votes for ONE YEAR).
- Ratification of Auditors: PricewaterhouseCoopers LLP was ratified as the independent registered public accounting firm for the fiscal year ending December 31, 2011, with 149,864,412 FOR votes.
Guidance, Outlook, and Risks
The filing text does not provide a clear value for guidance, outlook, management commentary, risks, contingencies, or unusual items.
Key Facts for Investor Verification
- Verify the final certification of the Inspector of Elections regarding the director election results.
- Confirm the appointment of PricewaterhouseCoopers LLP for the 2011 fiscal year.
- Note that shareholders mandated an annual frequency for future executive compensation advisory votes.
- Review the definitive proxy statement dated April 4, 2011, for detailed descriptions of the proposals.