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): May 6, 2015

 

 

LYONDELLBASELL INDUSTRIES N.V.

(Exact Name of Registrant as Specified in Charter)

 

 

 

The Netherlands   001-34726   98-0646235

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

1221 McKinney St.,

Suite 300

Houston, Texas

USA 77010

 

4th Floor, One Vine Street

London

W1J0AH

The United Kingdom

 

Delftseplein 27E

3013 AA Rotterdam

The Netherlands

(Addresses of principal executive offices)

 

(713) 309-7200   +44 (0)207 220 2600   +31 (0)10 275 5500
(Registrant’s telephone numbers, including area codes)

 

(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:

 

¨ 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 Submission of Matters to a Vote of Security Holders.

LyondellBasell Industries N.V. (the “Company”) held its Annual General Meeting of Shareholders on May 6, 2015. Shareholders voted on and approved each of the matters set forth below.

The re-election of four Class II directors to serve as members of the Supervisory Board until the annual meeting of shareholders in 2018 was approved based on the following votes:

 

     FOR      AGAINST      WITHHOLD      BROKER
NON-VOTES
 

Robin Buchanan

     393,200,462         1,363,625         677,608         13,438,442   

Stephen F. Cooper

     392,717,188         1,846,661         677,846         13,438,442   

Isabella D. Goren

     393,778,040         786,358         677,297         13,438,442   

Robert G. Gwin

     387,387,327         5,867,632         1,986,736         13,438,442   

The election of two individuals to serve as members of the Management Board until the annual meeting of shareholders in 2018 was approved based on the following votes:

 

     FOR      AGAINST      WITHHOLD      BROKER
NON-VOTES
 

Kevin W. Brown

     394,331,065         257,131         653,499         13,438,442   

Jeffrey A. Kaplan

     394,330,718         255,243         655,734         13,438,442   

The adoption of the Company’s Dutch statutory annual accounts, as prepared in accordance with Dutch law, for the year ended December 31, 2014 was approved based on the following votes:

 

FOR     AGAINST     ABSTAIN  
  406,545,407        94,701        2,040,029   

The discharge from liability of members of the Management Board was approved based on the following votes:

 

FOR     AGAINST     ABSTAIN     BROKER NON-VOTES  
  391,018,724        2,180,067        2,042,904        13,438,442   

The discharge from liability of members of the Supervisory Board was approved based on the following votes:

 

FOR     AGAINST     ABSTAIN     BROKER NON-VOTES  
  391,035,455        2,163,388        2,042,852        13,438,442   

The ratification of the Company’s selection of PricewaterhouseCoopers LLP as independent registered public accountants was approved based on the following votes:

 

FOR     AGAINST     ABSTAIN  
  406,971,359        1,008,014        700,764   


The appointment of PricewaterhouseCoopers N.V. as auditors who will audit the Dutch statutory annual accounts was approved based on the following votes:

 

FOR     AGAINST     ABSTAIN  
  406,967,439        1,007,111        705,587   

The ratification and approval of the dividends declared by the Management Board, acting with the approval of the Supervisory Board, in respect of the 2014 fiscal year was approved based on the following votes:

 

FOR     AGAINST     ABSTAIN  
  407,768,565        38,082        873,490   

The approval, in an advisory vote, of the Company’s executive compensation was approved based on the following votes:

 

FOR     AGAINST     ABSTAIN     BROKER NON-VOTES  
  389,261,809        5,263,995        715,891        13,438,442   

The approval of the authority of the Supervisory Board to issue Company shares or grant rights to subscribe for Company shares for a period of 18 months was approved based on the following votes:

 

FOR     AGAINST     ABSTAIN     BROKER NON-VOTES  
  383,564,972        11,015,935        660,788        13,438,442   

The approval of the authority of the Supervisory Board to limit or exclude preemptive rights for Company shares issued pursuant to the prior authority was approved based on the following votes:

 

FOR     AGAINST     ABSTAIN     BROKER NON-VOTES  
  271,178,885        123,386,697        676,113        13,438,442   

The approval of the amendment to the LyondellBasell Industries N.V. 2012 Global Employee Stock Purchase Plan was approved based on the following votes:

 

FOR     AGAINST     ABSTAIN     BROKER NON-VOTES  
  392,774,372        627,598        1,839,725        13,438,442   

The approval of the authority of the Management Board, acting with the approval of the Supervisory Board, to repurchase up to 10% of the Company’s shares was approved based on the following votes:

 

FOR     AGAINST     ABSTAIN     BROKER NON-VOTES  
  392,182,519        1,313,581        1,745,595        13,438,442   


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

 

LYONDELLBASELL INDUSTRIES N.V.
Date: May 12, 2015 By:

/s/ Jeffrey A. Kaplan

Jeffrey A. Kaplan
Executive Vice President