VGR 8K 2013 Annual Meeting


 
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 28, 2013

VECTOR GROUP LTD.
(Exact Name of Registrant as Specified in Its Charter)
DELAWARE
(State or Other Jurisdiction of Incorporation)

1-5759
 
65-0949535
(Commission File Number)
 
(I.R.S. Employer Identification No.)
 
 
 
100 S.E. Second Street, Miami, Florida
 
33131
(Address of Principal Executive Offices)
 
(Zip Code)

(305) 579-8000
(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 (see General Instruction A.2. below):
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

On May 28, 2013, Vector Group Ltd. held its 2013 annual meeting of stockholders, where stockholders considered and voted upon the following proposals:
Proposal 1: Election of Directors.
By vote reflected below, each of the directors nominated was elected.
Nominee
 
For
 
Withheld
 
Broker Non-Votes (1)
 
 
 
 
 
 
 
Bennett S. LeBow
 
55,370,150

 
765,053

 
22,904,768

Howard M. Lorber
 
55,597,163

 
538,040

 
22,904,768

Ronald J. Bernstein
 
54,907,043

 
1,228,160

 
22,904,768

Stanley S. Arkin
 
55,485,577

 
649,626

 
22,904,768

Henry C. Beinstein
 
41,329,750

 
14,805,453

 
22,904,768

Jeffrey S. Podell
 
40,886,573

 
15,248,630

 
22,904,768

Jean E. Sharpe
 
41,434,905

 
14,700,298

 
22,904,768

(1)    Under the Company's governing documents, broker non-votes have no effect on the outcome of the matter acted on.
Proposal 2: Advisory approval of executive compensation (say on pay).
By vote reflected below, the Company’s stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers.
For
 
Against
 
Abstain
 
Broker Non-Votes (1)
35,116,369

 
20,737,201

 
281,622
 
22,904,779

(1)    Under the Company's governing documents, broker non-votes have no effect on the outcome of the matter acted on.
Proposal 3: Approval of ratification of PricewaterhouseCoopers LLP as independent registered certified public accounting firm for the year ending December 31, 2013.
By vote reflected below, the selection of the independent registered certified public accounting firm was ratified.
For
 
Against
 
Abstain
 
Broker Non-Votes (1)
78,269,029

 
524,980

 
245,962

 

(1)    Under the Company's governing documents, broker non-votes have no effect on the outcome of the matter acted on.







SIGNATURE

Pursuant to the requirements of the Securities 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.

VECTOR GROUP LTD.



By:     /s/ J. Bryant Kirkland III            
J. Bryant Kirkland III
Vice President, Treasurer and Chief Financial Officer

Date:    May 28, 2013