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 18, 2011 (May 12, 2011)
Wyndham Worldwide Corporation
(Exact Name of Registrant as Specified in Its Charter)
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Delaware
(State or Other Jurisdiction
of Incorporation)
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1-32876
(Commission File No.)
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20-0052541
(I.R.S. Employer
Identification Number) |
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22 Sylvan Way |
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Parsippany, NJ
(Address of Principal
Executive Office)
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07054
(Zip Code) |
Registrants Telephone Number, Including Area Code: (973) 753-6000
None
(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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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 |
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Submission of Matters to a Vote of Security Holders. |
(a) Wyndham Worldwide Corporation (the Company) held its Annual Meeting of Shareholders on May 12, 2011.
(b) At the Annual Meeting, five proposals were submitted to the Companys shareholders. The
proposals are described in more detail in the Companys proxy statement filed with the Commission
on April 1, 2011. The final voting results were as follows:
Proposal 1
The Companys shareholders elected the following Directors to serve for a term ending at the 2014
Annual Meeting or until their respective successors are elected and qualified.
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Votes For |
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Votes Withheld |
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Broker Non-Votes |
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James E. Buckman |
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146,821,877 |
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3,288,030 |
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9,647,806 |
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George Herrera |
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145,207,177 |
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4,902,730 |
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9,647,806 |
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Proposal 2
The Companys shareholders approved, on an advisory basis, the compensation of our named executive
officers.
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Votes For |
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Votes Against |
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Abstain |
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Broker Non-Votes |
131,190,931
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18,826,606
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92,370
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9,647,806 |
Proposal 3
The Companys shareholders voted, on an advisory basis, in favor of holding an annual advisory vote
on the compensation of our named executive officers.
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One Year |
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Two Years |
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Three Years |
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Abstain |
141,226,472
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205,143
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8,566,435
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111,857 |
Proposal 4
The Companys shareholders ratified the appointment of Deloitte & Touche LLP as the Companys
independent registered public accounting firm for the fiscal year ending December 31, 2011.
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Votes For |
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Votes Against |
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Abstain |
152,804,791
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6,776,646
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176,276 |
Proposal 5
The Companys shareholders approved the shareholder proposal concerning the elimination of our
classified Board of Directors.
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Votes For |
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Votes Against |
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Abstain |
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Broker Non-Votes |
119,329,192
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30,590,259
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190,456
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9,647,806 |
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