8-K




UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): March 8, 2015
 
Toll Brothers, Inc.
(Exact Name of Registrant as Specified in Charter)
 
Delaware
 
001-09186
 
23-2416878
(State or Other Jurisdiction
of Incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
 
 
250 Gibraltar Road, Horsham, PA
 
19044
(Address of Principal Executive Offices)
 
(Zip Code)
Registrant’s telephone number, including area code: (215) 938-8000
 
(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.
The Company held its Annual Meeting of Stockholders on March 8, 2016. There were 170,523,454 shares of common stock eligible to vote at the meeting.
The final voting results for each proposal submitted to a vote of the Company's stockholders are as follows:
Proposal One – Election of Directors:
 
 
FOR
 
WITHHELD
 
BROKER NON-VOTES
Robert I. Toll
 
126,386,563

 
3,101,297

 
13,773,806

Douglas C. Yearley, Jr.
 
126,488,235

 
2,999,625

 
13,773,806

Robert S. Blank
 
126,188,142

 
3,299,718

 
13,773,806

Edward G. Boehne
 
120,082,627

 
9,405,233

 
13,773,806

Richard J. Braemer
 
126,324,469

 
3,163,391

 
13,773,806

Christine N. Garvey
 
126,511,736

 
2,976,124

 
13,773,806

Carl B. Marbach
 
124,921,770

 
4,566,090

 
13,773,806

John A. McLean
 
129,011,740

 
476,120

 
13,773,806

Stephen A. Novick
 
124,941,060

 
4,546,800

 
13,773,806

Paul E. Shapiro
 
124,927,356

 
4,560,504

 
13,773,806

Proposal Two – Ratification of the Re-Appointment of Independent Registered Public Accounting Firm:
FOR
 
AGAINST
 
ABSTAIN
142,407,524
 
760,348
 
93,794
Proposal Three – Advisory and Non-Binding Vote on Executive Compensation (Say on Pay):
FOR
 
AGAINST
 
ABSTAIN
 
BROKER NON-VOTES
126,582,891
 
2,774,488
 
130,481
 
13,773,806

Proposal Four – Approval of the Toll Brothers, Inc. Stock Incentive Plan for Non-Executive Directors:
FOR
 
AGAINST
 
ABSTAIN
 
BROKER NON-VOTES
124,362,794
 
5,033,230
 
91,836
 
13,773,806

Proposal Five – Approval of Amendment to the Toll Brothers, Inc. Second Restated Certificate of Incorporation, as Amended:
FOR
 
AGAINST
 
ABSTAIN
 
BROKER NON-VOTES
129,315,907
 
133,631
 
38,322
 
13,773,806


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 hereunto duly authorized.
 
 
 
 
 
 
 
 
 
 
 
TOLL BROTHERS, INC.
 
 
 
 
Dated:
March 9, 2015
 
 
By: 
 
Joseph R. Sicree
 
 
 
 
 
 
Joseph R. Sicree
Senior Vice President,
Chief Accounting Officer