Form 8-k - 5-29-14


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 22, 2014

 

CBOE HOLDINGS, INC.
(Exact name of registrant as specified in its charter)

 
 
Delaware
(State or other jurisdiction of incorporation)
 
001-34774
 
20-5446972
(Commission File Number)
 
(IRS Employer Identification No.)
 
400 South LaSalle Street
Chicago, Illinois 60605
(Address of Principal Executive Offices)
 
Registrant's telephone number, including area code (312) 786-5600

 

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:
 
o            Written communications pursuant to Rule 425 under the Securities Act (16 CFR 230.425)
 
o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (16 CFR 240.14a-12)
 
o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (16 CFR 240.14d-2(b))
 
o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (16 CFR 240.13e-4(c)





Item 5.07    Submission of Matters to a Vote of Security Holders.

On May 22, 2014, CBOE Holdings, Inc. (the “Company”) held its 2014 Annual Meeting of Stockholders (the “Annual Meeting”).

Proposal One

At the Annual Meeting, the persons whose names are set forth below were elected as directors, constituting the entire Board of Directors of the Company. Relevant voting information for each person follows:

Director Nominee
 
Votes For
 
Withheld
 
Broker Non-votes
William J. Brodsky
 
58,295,912
 
1,092,215
 
17,471,502
James R. Boris
 
58,758,378
 
629,749
 
17,471,502
Frank E. English, Jr.
 
58,995,298
 
392,829
 
17,471,502
Edward J. Fitzpatrick
 
59,020,721
 
367,406
 
17,471,502
Janet P. Froetscher
 
58,806,703
 
581,424
 
17,471,502
Jill R. Goodman
 
58,963,428
 
424,699
 
17,471,502
R. Eden Martin
 
58,836,892
 
551,235
 
17,471,502
Roderick A. Palmore
 
58,771,081
 
617,046
 
17,471,502
Susan M. Phillips
 
58,739,610
 
648,517
 
17,471,502
Samuel K. Skinner
 
57,461,402
 
1,926,725
 
17,471,502
Carole E. Stone
 
58,787,110
 
601,017
 
17,471,502
Eugene Sunshine
 
58,591,801
 
796,326
 
17,471,502
Edward T. Tilly
 
58,807,744
 
580,383
 
17,471,502

Proposal Two

The proposal for approval, in a non-binding resolution, of the compensation paid to the Company's named executive officers was approved by a vote of 55,704,095 shares voting for the proposal, 2,930,676 shares voting against the proposal, 753,356 shares abstaining from the vote on the proposal and 17,471,502 broker non-votes.

Proposal Three

The appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for 2014 was ratified by a vote of 75,911,456 shares voting for the proposal, 691,569 shares voting against the proposal and 256,604 shares abstaining from the proposal.

There were no other matters presented for a vote at the Annual Meeting.







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.
 
 
 
CBOE HOLDINGS, INC.
 
(Registrant)
 
 
 
By:
/s/ Joanne Moffic-Silver
 
 
Joanne Moffic-Silver
 
 
Executive Vice President, General Counsel and Corporate Secretary
 
 
 
 
 
Dated: May 29, 2014