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 19, 2012
Dillard’s, Inc.
(Exact Name of Registrant as Specified in its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
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1-6140 |
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71-0388071 |
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(Commission File Number) |
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(I.R.S. Employer |
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1600 Cantrell Road Little Rock, Arkansas |
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72201 |
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(Address of Principal Executive Offices) |
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(Zip Code) |
(501) 376-5200
(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):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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
Dillard’s, Inc. (the “Company”) held its Annual Meeting of Stockholders on May 19, 2012, at which stockholders considered and approved the following items:
1. Election of Directors
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Votes For |
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Votes Against |
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Votes |
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Broker Non- |
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Class A. Nominees: |
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R. Brad Martin |
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38,418,082 |
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988,902 |
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15,713 |
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2,236,415 |
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Frank R. Mori |
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37,974,203 |
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1,433,271 |
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15,223 |
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2,236,415 |
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J.C. Watts, Jr. |
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38,435,200 |
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972,689 |
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14,808 |
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2,236,415 |
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Nick White |
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37,983,361 |
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1,420,281 |
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19,055 |
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2,236,415 |
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Class B Nominees: |
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Robert C. Connor |
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4,010,760 |
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— |
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— |
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— |
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Alex Dillard |
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4,010,760 |
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— |
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— |
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— |
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Mike Dillard |
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4,010,760 |
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— |
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— |
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— |
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William Dillard, II |
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4,010,760 |
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— |
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— |
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— |
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James I. Freeman |
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4,009,968 |
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792 |
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— |
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— |
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H. Lee Hastings, III |
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4,009,968 |
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792 |
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— |
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— |
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Drue Matheny |
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4,009,968 |
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— |
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792 |
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— |
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Warren A. Stephens |
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4,009,968 |
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— |
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792 |
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— |
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Other Proposals
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Votes For |
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Votes Against |
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Votes |
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2. Ratification of the selection of KPMG LLP as the Company’s independent registered public accounting firm for 2012: |
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45,600,567 |
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51,704 |
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17,601 |
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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.
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DILLARD’S, INC. |
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DATED: May 23, 2012 |
By: |
/s/ James I. Freeman | |
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Name: |
James I. Freeman | |
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Title: |
Senior Vice President & Chief Financial Officer | |