2012votereport

 
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

May 17, 2012 (May 14, 2012)
Date of Report (Date of earliest event reported)


Pitney Bowes Inc.
(Exact name of registrant as specified in its charter)
Delaware 
1-3579 
06-0495050 
(State or other jurisdiction of
incorporation or organization)
(Commission file number)
(I.R.S. Employer
Identification No.)

World Headquarters
1 Elmcroft Road

Stamford, Connecticut 06926-0700
(Address of principal executive offices)

(203) 356-5000
(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.
(a)
The Company’s Annual Meeting was held on May 14, 2012.

(b)
Proposals 1 and 2 submitted to the Stockholders were approved by the requisite voting power required for approval of the respective proposal. Proposal 3 submitted to the stockholders was not approved. The results of the voting on the matters submitted to the stockholders are as follows:

Proposal 1 – Election of Directors
The following individuals were elected to serve as directors of the Company for a one year expiring at the 2013 Annual Meeting of Stockholders.
Director Nominee
Vote For
Vote Against
Abstain
Broker Non-Vote
Rodney C. Adkins
128,891,208

1,691,615

454,640

38,544,229

Ann M. Busquet
128,883,180

1,701,858

452,425

38,544,229

Roger Fradin
128,888,678

1,689,153

459,632

38,544,229

Anne Sutherland Fuchs
95,543,551

35,022,562

471,350

38,544,229

James H. Keyes
94,480,562

36,045,830

511,071

38,544,229

Murray D. Martin
125,200,143

5,394,037

443,283

38,544,229

Michael I. Roth
125,077,724

5,478,491

481,248

38,544,229

David L. Shedlarz
126,976,163

3,564,530

496,770

38,544,229

David B. Snow, Jr.
94,586,322

35,960,922

490,219

38,544,229

Robert E. Weissman
93,721,767

36,818,256

497,440

38,544,229


Proposal 2 – Ratification of the Audit Committee’s Appointment of the Independent Accountants for 2012
The appointment of PricewaterhouseCoopers LLP to serve as the Company’s independent registered public accounting firm for 2012 was ratified. The voting results were as follows:

Vote For
Vote Against
Abstain
Broker Non-Vote
166,021,824
2,934,485
625,383
0

Proposal 3 – Advisory Vote on Executive Compensation
The advisory vote on executive compensation was not approved. The voting results were as follows:
Vote For
Vote Against
Abstain
Broker Non-Vote
45,592,654
83,992,305
1,452,504
38,544,229

The board of directors and the Executive Compensation Committee will consider the voting results when making future decisions regarding the executive compensation program.



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.
 
Pitney Bowes Inc.
 
 
 
 
May 17, 2012
 
 
 
 
 
 
 
 
 
/s/ Amy C. Corn
 
 
Amy C. Corn
 
 
Vice President, Secretary and Chief Governance Officer