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):

April 22, 2015

 

 

Newmont Mining Corporation

(Exact name of registrant as specified in its charter)

 

 

Delaware

(State or Other Jurisdiction of Incorporation)

001-31240

(Commission File Number)

84-1611629

(I.R.S. Employer Identification No.)

6363 South Fiddlers Green Circle, Greenwood Village, CO 80111

(Address of principal executive offices) (zip code)

(303) 863-7414

(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:

 

¨	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

On April 22, 2015, Newmont Mining Corporation, a Delaware Corporation (“Newmont” or the “Company”) held its 2015 Annual Meeting of Stockholders. The following matters were voted upon at the Annual Meeting: (1) the election of Directors; (2) the ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2015; and (3) the advisory vote on the compensation of the Named Executive Officers.

The Company’s Director nominees were elected with more than 99 percent of votes cast in favor of each nominee. The appointment of Ernst & Young LLP, as the Company’s independent registered public accounting firm for 2015, was also approved by more than 98 percent of votes cast.

The advisory say-on-pay vote allows stockholders to express their opinions regarding the prior year’s compensation to Named Executive Officers. The proposal asked stockholders to evaluate whether the Company’s executive compensation program is well-designed, appropriately aligns executive pay with Company performance and incentivizes desirable behavior. The measure was approved by a vote of more than 91 percent of votes cast.

The specific voting results (subject to rounding on the percentages for purposes of this Item 5.07 disclosure) were as follows:

Proposal #1 – Election of Directors

 

Name		Votes For				% of votes cast				Withheld Votes				% of votes cast				Abstentions				Broker Non- Votes
Bruce R. Brook			307,635,224				99.5				1,422,197				0.5				10,405,698				54,338,669
J. Kofi Bucknor			308,469,881				99.5				1,473,327				0.5				9,519,911				54,338,669
Vincent. A. Calarco			302,362,362				99.1				2,776,346				0.9				14,324,411				54,338,669
Alberto Calderon			308,927,615				99.7				1,028,909				0.3				9,506,595				54,338,669
Joseph A. Carrabba			305,788,860				99.1				2,738,697				0.9				10,935,562				54,338,669
Noreen Doyle			304,730,056				99.1				2,681,817				0.9				12,051,246				54,338,669
Gary J. Goldberg			308,765,426				99.6				1,186,502				0.4				9,511,191				54,338,669
Veronica M. Hagen			305,921,672				99.5				1,494,751				0.5				12,046,696				54,338,669
Jane Nelson			308,610,611				99.6				1,352,166				0.4				9,500,342				54,338,669

 

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Proposal #2 – Ratification Independent Registered Public Accounting Firm

 

						% of votes cast at the Annual Meeting
Votes For			369,659,478				98.9
Votes Against			2,116,451				0.6
Abstentions			2,025,859				0.5

Proposal #3 – Advisory Vote on the Compensation of the Named Executive Officers

 

						% of votes cast on the Proposal
Votes For			293,513,082				91.9
Votes Against			17,758,986				5.6
Abstentions			8,191,051				2.6
Broker Non-Votes			54,338,669				—

 

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SIGNATURE

Pursuant to the requirements of the Securities and Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Dated: April 23, 2015

 

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