file8k.htm
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 20, 2010
CenturyLink, Inc.
(Exact name of registrant as specified in its charter)
Louisiana
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1-7784
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72-0651161
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(State or other jurisdiction
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(Commission
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(IRS Employer
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of incorporation)
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File Number)
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Identification No.)
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100 CenturyLink Drive
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Monroe, Louisiana
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71203
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(Address of principal executive offices)
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(Zip Code)
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(318) 388-9000
(Registrant’s telephone number, including area code)
CenturyTel, Inc.
(former name of registrant)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations 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))
Item 5.07.
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Submission of Matters to a Vote of Security Holders.
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CenturyLink, Inc. held its 2010 annual meeting of shareholders on May 20, 2010. At the meeting, shareholders present in person or by proxy voted on the matters described below.
1. Shareholders elected four Class I directors to serve until 2013 based on the following number of votes:
Class I Nominees
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For
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Withheld
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Broker Non-Votes
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W. Bruce Hanks
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184,804,721
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22,885,747
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45,928,988
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C.G. Melville, Jr.
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202,807,620
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4,882,848
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45,928,988
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William A. Owens
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203,956,755
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3,733,713
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45,928,988
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Glen F. Post, III
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203,968,151
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3,722,317
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45,928,988
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The Class II and Class III directors whose terms continued after the meeting were:
Class II
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Class III
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Virginia Boulet
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Fred R. Nichols
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Peter Brown
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Harvey P. Perry
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Richard A. Gephardt
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Laurie A. Siegel
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Thomas A. Gerke
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Joseph R. Zimmel
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Gregory J. McCray
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2. The following represents the votes cast by the shareholders to ratify the appointment of KPMG LLP as our independent auditor for 2010:
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For
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234,147,409
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Against
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18,670,721
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Abstain
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801,326
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3. The following represents the votes cast by the shareholders to adopt an amendment to our Articles of Incorporation to change our name from “CenturyTel, Inc.” to “CenturyLink, Inc.”:
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For
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251,514,648
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Against
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1,374,743
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Abstain
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730,065
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4. The following represents the votes cast by the shareholders to adopt the CenturyLink 2010 Executive Officer Short-Term Incentive Plan:
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For
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241,609,182
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Against
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10,372,881
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Abstain
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1,637,393
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5. Shareholders rejected a shareholder proposal regarding network management practices based on the following votes:
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For
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51,268,055
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Against
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129,182,065
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Abstain
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27,240,348
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Broker non-votes
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45,928,988
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6. Shareholders rejected a shareholder proposal regarding limitation on executive compensation based on the following votes:
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For
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7,805,698
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Against
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198,875,042
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Abstain
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1,009,728
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Broker non-votes
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45,928,988
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7. Shareholders rejected a shareholder proposal regarding executive stock retention based on the following votes:
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For
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51,440,343
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Against
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154,959,021
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Abstain
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1,291,104
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Broker non-votes
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45,928,988
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8. Shareholders rejected a shareholder proposal regarding executive compensation advisory vote based on the following votes:
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For
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91,427,205
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Against
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114,219,223
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Abstain
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2,044,040
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Broker non-votes
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45,928,988
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For additional information on each of the matters voted upon, see our proxy statement dated April 5, 2010 filed with the Securities and Exchange Commission on April 7, 2010.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this current report to be signed on its behalf by the undersigned hereunto duly authorized.
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CenturyLink, Inc.
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By: /s/ Neil A. Sweasy
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Neil A. Sweasy
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Vice President and Controller
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Dated: May 21, 2010
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