Form 8-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): January 26, 2012

 

 

D.R. Horton, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   1-14122   75-2386963
(State or other jurisdiction   (Commission   (IRS Employer
of incorporation)   File Number)   Identification No.)

301 Commerce Street, Suite 500, Fort Worth, Texas 76102

(Address of principal executive offices)

Registrant’s telephone number, including area code: (817) 390-8200

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.

On January 26, 2012, D.R. Horton, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, stockholders considered: (1) the election of six director nominees named in the Company’s proxy statement, (2) an advisory vote on executive compensation, (3) the frequency of future advisory votes on executive compensation, and (4) the ratification of the appointment of PriceWaterhouseCoopers LLC as the Company’s independent registered public accounting firm for fiscal 2012. There were 316,325,724 shares of Common Stock eligible to be voted at this meeting and there were 284,826,718 shares of Common Stock represented in person or by proxy. The Annual Meeting voting results of the four listed matters were as follows:

(1). Proposal One: Election of Directors. Stockholders elected each of the following nominees as a director to hold office until the 2013 Annual Meeting and until his successor is duly elected and qualified based on the following votes.

 

 

Nominee

   For      Against      Abstain      Broker
Non-Votes
 

Donald R. Horton

     256,615,183         7,692,826         61,718         20,456,991   

Bradley S. Anderson

     259,089,769         5,217,768         62,190         20,456,991   

Michael R. Buchanan

     262,159,151         2,152,873         57,703         20,456,991   

Michael W. Hewatt

     262,638,400         1,674,341         56,986         20,456,991   

Bob G. Scott

     262,755,402         1,554,940         59,385         20,456,991   

Donald J. Tomnitz

     259,465,140         4,834,204         70,383         20,456,991   

(2). Proposal Two: Advisory vote on executive compensation. Stockholders approved the Company’s 2012 executive compensation package, based on the following votes.

 

For

 

Against

 

Abstain

 

Broker Non-Votes

262,085,502

  1,865,426   418,799   20,456,991

(3). Proposal Three: Frequency of future advisory votes on executive compensation. Stockholders approved an annual advisory vote on executive compensation package, based on the following votes.

 

One Year

 

Two Years

 

Three Years

 

Abstain

233,018,530

  189,820   30,781,397   379,980

 

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(4). Proposal Four: Ratify the Appointment of PricewaterhouseCoopers LLP as the Company’s Independent Registered Public Accounting Firm. Stockholders approved the ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending September 30, 2012 based on the following votes.

 

For

 

Against

 

Abstain

284,552,448

  170,583   103,687

 

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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 hereunto duly authorized.

 

    D. R. Horton, Inc.
Date: January 31, 2012     By:   /S/ BILL W. WHEAT
       

Bill W. Wheat

Executive Vice President and

Chief Financial Officer

 

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