HD_8K_05.21.2015



 


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 21, 2015
__________________
THE HOME DEPOT, INC.
(Exact Name of Registrant as Specified in Charter)
 __________________
Delaware
  
1-8207
  
95-3261426
(State or Other Jurisdiction
of Incorporation)
  
(Commission
File Number)
  
(IRS Employer
Identification No.)
2455 Paces Ferry Road, N.W., Atlanta, Georgia 30339
(Address of Principal Executive Offices) (Zip Code)
(770) 433-8211
(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):
¨ 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.

The Company's 2015 Annual Meeting of Shareholders was held on May 21, 2015. At the meeting, shareholders voted on the following items:
Proposal 1: The following nominees were elected by majority vote to serve on the Board of Directors:
 
FOR
 
AGAINST
 
ABSTAIN
 
BROKER
NON-VOTES
Ari Bousbib
923,529,898

 
2,697,436

 
2,418,920

 
194,309,353

Gregory D. Brenneman
921,547,779

 
4,745,036

 
2,353,439

 
194,309,353

J. Frank Brown
923,904,188

 
2,397,441

 
2,344,625

 
194,309,353

Albert P. Carey
920,261,236

 
6,034,366

 
2,350,652

 
194,309,353

Armando Codina
910,301,128

 
14,555,514

 
3,789,612

 
194,309,353

Helena B. Foulkes
918,045,908

 
8,294,578

 
2,305,768

 
194,309,353

Wayne M. Hewett
919,619,111

 
6,678,743

 
2,348,400

 
194,309,353

Karen L. Katen
817,440,434

 
107,555,502

 
3,650,318

 
194,309,353

Craig A. Menear
898,235,356

 
24,159,486

 
6,251,412

 
194,309,353

Mark Vadon
924,185,661

 
2,115,723

 
2,344,870

 
194,309,353

Proposal 2: The appointment of KPMG LLP as the Company's independent registered public accounting firm for fiscal 2015 was ratified.
FOR
 
AGAINST
 
ABSTAIN
 
BROKER
NON-VOTE
1,111,323,136
 
8,413,792
 
3,218,679
 
N/A
Proposal 3: An advisory vote on executive compensation was approved.
FOR
 
AGAINST
 
ABSTAIN
 
BROKER
NON-VOTE
902,162,700
 
22,485,915
 
3,997,639
 
194,309,353

Proposal 4: A shareholder proposal regarding an independent chairman of the board was not approved.
FOR
 
AGAINST
 
ABSTAIN
 
BROKER
NON-VOTE
165,585,860
 
759,199,012
 
3,861,382
 
194,309,353
Proposal 5: A shareholder proposal regarding a change in the percentage of outstanding shares required to call special shareholder meetings was not approved.
FOR
 
AGAINST
 
ABSTAIN
 
BROKER
NON-VOTE
377,020,569
 
547,353,288
 
4,272,397
 
194,309,353


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SIGNATURE
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.
 
 
 
 
 
THE HOME DEPOT, INC.
 
 
 
 
By:
  /s/ Teresa Wynn Roseborough
 
Name:
Teresa Wynn Roseborough
     
Title:
Executive Vice President, General Counsel & Corporate Secretary
Date: May 26, 2015


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