Atlas Air Worldwide Holdings, Inc. (Form: 8-K)  






Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported):   June 16, 2014

Atlas Air Worldwide Holdings, Inc.
(Exact name of registrant as specified in its charter)

Delaware 001-16545 13-4146982
(State or other jurisdiction
(I.R.S. Employer
of incorporation) File Number) Identification No.)
2000 Westchester Avenue, Purchase, New York   10577
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code:   914-701-8000

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

(a) & (b) On June 16, 2014, the Company held its 2014 Annual Meeting of Shareholders (the “Annual Meeting”) at its principal executive offices in Purchase, New York. The final results of the shareholder vote on the three proposals brought before the Annual Meeting were as follows:  

(1) Each of the nominees for Director was an incumbent, and all nominees were elected to serve until the 2015 Annual Meeting of Shareholders or until their successors are elected and qualified. The following table sets forth the voting results with respect to each nominee:  

Nominee   Votes For   Votes Withheld   Non-Votes
Robert F. Agnew
    22,569,216       545,232       1,293,820  
Timothy J. Bernlohr
    22,568,341       546,107       1,293,820  
William J. Flynn
    22,662,844       451,604       1,293,820  
James S. Gilmore III
    22,531,724       582,724       1,293,820  
Carol B. Hallett
    22,359,210       755,238       1,293,820  
Frederick McCorkle
    22,340,521       773,927       1,293,820  
Duncan J. McNabb
    22,577,626       536,822       1,293,820  

(2) The appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2014 was ratified with the following votes:  

Votes For
  Votes Against   Abstentions
    721,303       18,043  

(3) The compensation of the Company’s Named Executive Officers was approved, on a non-binding advisory basis, with the following votes:

Votes For   Votes Against   Abstentions   Non-Votes
    6,824,287       576,091       1,293,820  

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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.

    Atlas Air Worldwide Holdings, Inc.
June 18, 2014   By:   /s/ Adam R. Kokas
        Name: Adam R. Kokas
        Title: Executive Vice President, General Counsel, Secretary and Chief Human Resources Officer