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 1, 2012

 

 

GANNETT CO., INC.

(Exact name of Registrant as Specified in its Charter)

 

 

 

Delaware		1-6961		16-0442930
(State or other jurisdiction of incorporation or organization)		(Commission File Number)		(I.R.S. Employer Identification No.)
7950 Jones Branch Drive McLean, Virginia				22107-0910
(Address of Principal Executive Offices)				(Zip Code)

(703) 854-6000

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:

 

¨	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))

 

 

 

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Item 5.07 Submission of Matters to a Vote of Security Holders

Gannett Co., Inc. held its Annual Meeting of Shareholders on May 1, 2012. The voting results on the proposals considered at the Annual Meeting are provided below.

Proposal 1

The voting results on the proposal to elect ten nominees to the Company’s Board of Directors were as follows:

 

		For				Withhold				Broker Non-Vote
John E. Cody			164,216,074				2,243,646				28,097,870
Howard D. Elias			159,692,111				6,767,609				28,097,870
Arthur H. Harper			159,611,510				6,848,210				28,097,870
John Jeffry Louis			164,233,180				2,226,540				28,097,870
Marjorie Magner			159,658,112				6,801,608				28,097,870
Gracia C. Martore			164,070,651				2,389,069				28,097,870
Scott K. McCune			111,704,712				54,755,008				28,097,870
Duncan M. McFarland			159,476,929				6,982,792				28,097,870
Susan Ness			164,252,316				2,207,404				28,097,870
Neal Shapiro			164,144,188				2,315,532				28,097,870

Proposal 2

The voting results on the proposal to ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the 2012 fiscal year were as follows:

 

For				Against				Abstain				Broker Non-Vote
	193,389,729				714,103				453,758				- 0 -

Proposal 3

The voting results on the resolution to approve, by a non-binding advisory vote, the compensation of the Company’s named executive officers reported in the Company’s 2012 proxy statement were as follows:

 

For				Against				Abstain				Broker Non-Vote
	153,475,170				11,483,326				1,501,715				28,097,380

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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 thereunder duly authorized.

 

Date: May 4, 2012