8-K
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) April 26, 2016
__________________________________________________________________________
FMC CORPORATION
(Exact name of registrant as specified in its charter)
__________________________________________________________________________ 
Delaware
1-2376
94-0479804
(State or other jurisdiction of
incorporation or organization)
(Commission File Number)
(I.R.S. Employer
Identification No.)
 
 
 
1735 Market Street
Philadelphia, Pennsylvania
 
19103
(Address of principal executive offices)
 
(Zip Code)

Registrant’s telephone number, including area code: 215-299-6000
__________________________________________________________________________

Check the appropriate box below if the Form 8-K 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
 
 
o
Soliciting material pursuant to Rule 14a-2 under the Exchange Act
 
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
 
 
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act





Item 5.07.    Submission of Matters to a Vote of Security Holders.
(a)      We held our annual meeting of stockholders on April 26, 2016 (the “Annual Meeting”); 133,744,543 shares of common stock were entitled to be voted; 121,120,373 shares were voted in person or by proxy.
(b)      At the Annual Meeting, Pierre Brondeau, Eduardo E. Cordeiro, G. Peter D’Aloia, C. Scott Greer, K’Lynne Johnson, Dirk A. Kempthorne, Paul J. Norris, Robert C. Pallash, William H. Powell and Vincent R. Volpe, Jr. were each duly nominated for, and elected by the stockholders to our Board of Directors (the “Board”). These individuals will serve on our Board for a one-year term expiring in 2017. The number of votes cast for, withheld, abstained, and the number of broker non-votes with respect to each nominee is set forth below:
 
 
 
 
 
 
 
For
Withhold
Abstain
Broker Non-Votes
Pierre Brondeau
109,026,974
4,542,505
752,277
6,798,617
Eduardo E. Cordeiro
112,538,051
1,302,340
481,365
6,798,617
G. Peter D’Aloia
111,355,395
2,282,432
683,929
6,798,617
C. Scott Greer
105,533,783
6,596,547
2,191,426
6,798,617
K’Lynne Johnson
110,016,597
2,363,111
1,942,048
6,798,617
Dirk A. Kempthorne
112,703,743
1,181,717
436,296
6,798,617
Paul J. Norris
110,079,610
2,315,658
1,926,488
6,798,617
Robert C. Pallash
112,722,963
1,324,181
274,612
6,798,617
William H. Powell
109,909,553
2,482,544
1,929,659
6,798,617
Vincent R. Volpe Jr
112,305,002
1,581,275
435,479
6,798,617

(c)
At the Annual Meeting, the stockholders also voted on the ratification of the Audit Committee’s approval for the continuing service of KPMG LLP as the company’s independent registered public accounting firm for the fiscal year ending December 31, 2016. The number of votes cast for, against and abstained with respect to this proposal is set forth below:
 
For
 
Against
 
Abstain
118,646,365
 
2,175,025
 
298,983

(d)
At the Annual Meeting, the stockholders also voted, in a non-binding advisory vote, to not approve the compensation of the Company’s named executive officers as disclosed pursuant to the compensation disclosure rules of the Securities and Exchange Commission. The number of votes cast for, against and abstained, and the number of broker non-votes, with respect to this proposal is set forth below:
 
For
 
Against
 
Abstain
 
Broker Non-Votes
52,278,826
 
59,949,364
 
2,093,866
 
6,798,617


(e)
At the Annual Meeting, the stockholders also voted to defeat a stockholder proposal requesting the adoption of a policy giving preference to share repurchases over cash dividends. The number of votes cast for, against and abstained, and the number of broker non-votes, with respect to this proposal is set forth below:

For
 
Against
 
Abstain
 
Broker Non-Votes
2,088,155
 
110,866,550
 
1,367,051
 
6,798,617




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 thereunto duly authorized.
 
 
FMC CORPORATION
(Registrant)
 
 
 
 
Date: April 27, 2016
By:
S/ ANDREA E. UTECHT
 
 
Andrea E. Utecht
Executive Vice President, General Counsel and Secretary