05132013 AnnualMeeting8-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 13, 2013
 
 
(May 9, 2013)
 
 
 
 
Exact Name of Registrant as Specified
 
 
Commission
 
in Charter, State of Incorporation,
 
I.R.S. Employer
File Number
 
Address and Telephone Number
 
Identification No.
 
 
 
 
 
001-32462
 
PNM Resources, Inc.
 
85-0468296
 
 
(A New Mexico Corporation)
 
 
 
 
414 Silver Ave. SW
 
 
 
 
Albuquerque, New Mexico 87102-3289
 
 
 
 
(505) 241-2700
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
______________________________
 
(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.
On May 9, 2013, PNM Resources, Inc. (“PNMR”) held its Annual Meeting of Stockholders (the “Meeting”). At the Meeting, PNMR’s stockholders voted on the election of the nine nominated directors to serve for the ensuing year; on a proposal to ratify the appointment of KPMG LLP to serve as PNMR’s independent public accountants for the year ending December 31, 2013; on a proposal to approve, on an advisory basis, the compensation of PNMR’s named executive officers (“NEOs”); and on a shareholder proposal (“Shareholder Proposal”) regarding adoption of a policy to require an independent chairman.
As of March 20, 2013, the record date for the Meeting, there were 79,653,624 shares of PNMR’s common stock outstanding and entitled to vote at the Meeting.
All matters voted on at the Meeting, other than the Shareholder Proposal, were approved by PNMR’s stockholders. Set forth below are the final voting results for each of the proposals submitted to a vote of PNMR’s stockholders at the Meeting.
At the Meeting, PNMR’s common stockholders elected, by the vote indicated below, the following nine persons as directors, each to serve as such until PNMR’s annual meeting of stockholders to be held in 2014:

Director

Votes For
 

Votes Withheld
 
Broker
Non-Votes
Adelmo E. Archuleta
67,012,231
 
222,203
 
5,297,052
Patricia K. Collawn
66,077,261
 
1,157,173
 
5,297,052
Julie A. Dobson
66,939,959
 
294,475
 
5,297,052
Alan J. Fohrer
67,010,620
 
223,814
 
5,297,052
Robert R. Nordhaus
66,985,498
 
248,936
 
5,297,052
Bonnie S. Reitz
66,998,923
 
235,511
 
5,297,052
Donald K. Schwanz
67,014,612
 
219,822
 
5,297,052
Bruce W. Wilkinson
67,007,143
 
227,291
 
5,297,052
Joan B. Woodard, Ph.D
67,010,021
 
224,413
 
5,297,052


At the Meeting, PNMR’s common stockholders approved the proposal to ratify the appointment of KPMG LLP to serve as PNMR’s independent public accountants for the year ending December 31, 2013, by the vote indicated below:

Votes For
 
Votes Against
 
Abstentions
72,099,059
 
274,831
 
157,596
            
        
At the Meeting, PNMR’s common stockholders approved, on an advisory basis, the compensation of PNMR’s NEOs, by the vote indicated below:


Votes For
 

Votes Against
 

Abstentions
 
Broker
Non-Votes
60,420,399
 
864,573
 
5,949,462
 
5,297,052
                 

At the Meeting, PNMR’s common stockholders did not approve the Shareholder Proposal, by the vote indicated below:


Votes For
 

Votes Against
 

Abstentions
 
Broker
Non-Votes
12,711,208
 
54,304,942
 
218,284
 
5,297,052
             









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 thereunto duly authorized.

 
PNM RESOURCES, INC.
 
(Registrant)
 
 
 
 
Date: May 13, 2013
/s/ Thomas G. Sategna
 
Thomas G. Sategna
 
Vice President and Corporate Controller
 
(Officer duly authorized to sign this report)