Unassociated Document
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 8, 2012

Con-way Inc.
(Exact name of registrant as specified in its charter)

Delaware
1-5046
94-1444798
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)

2211 Old Earhart Road, Ann Arbor, Michigan
 
48105
(Address of principal executive offices)
 
(Zip code)

Registrant's telephone number, including area code: (734) 994-6600


(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.

At the Annual Meeting of Shareholders of Con-way Inc. (the “Company”) held on May 8, 2012, the shareholders of the Company voted on four proposals and cast their votes as described below.  The proposals are described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 3, 2012.

1.           The following eleven Directors were elected to serve until the 2013 Annual Meeting of Shareholders and until their successors are elected and qualify as set forth below:

Name
Votes For
Votes Against
Abstentions
Broker
Non-Votes
John J. Anton
49,440,189
1,343,542
374,379
1,353,283
William R. Corbin
49,473,511
1,277,550
407,049
1,353,283
W. Keith Kennedy, Jr.
45,783,017
5,053,302
321,791
1,353,283
Michael J. Murray
45,640,653
5,149,953
367,504
1,353,283
Edith R. Perez
49,395,536
1,381,505
381,069
1,353,283
John C. Pope
46,072,685
4,721,926
363,499
1,353,283
William J. Schroeder
45,630,271
5,176,524
351,315
1,353,283
Douglas W. Stotlar
48,044,465
2,862,585
251,060
1,353,283
Peter W. Stott
49,561,185
1,256,378
340,547
1,353,283
Roy W. Templin
49,475,176
1,320,011
362,923
1,353,283
Chelsea C. White III
49,560,244
1,219,859
378,007
1,353,283


2.           Company shareholders cast their votes to approve the Con-way Inc. 2012 Equity and Incentive Plan as set forth below:

Votes For
Votes Against
Abstentions
Broker
Non-Votes
39,356,691
11,621,131
180,288
1,353,283


3.           Company shareholders cast their votes to approve, on an advisory, non-binding basis, named executive officer compensation as set forth below:

Votes For
Votes Against
Abstentions
Broker
Non-Votes
47,909,636
2,890,747
357,727
1,353,283



 
 

 

4.           Company shareholders ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2012, as set forth below:

Votes For
Votes Against
Abstentions
49,683,467
2,451,371
376,555
 
 
 

 

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.
 
Con-way Inc.

Date:  May 8, 2012                                                                By:  /s/ Stephen K. Krull                                                                
       Stephen K. Krull
       Executive Vice President, General Counsel
       and Secretary