NorthWestern Corporation (NYSE:NWE) Files An 8-K Submission of Matters to a Vote of Security Holders

ME Staff 8-k
-
0

NorthWestern Corporation (NYSE:NWE) Files An 8-K Submission of Matters to a Vote of Security Holders

Item 5.07 Submission of Matters to a Vote of Security Holders>

On April 27, 2017, NorthWestern Corporation d/b/a NorthWestern
Energy (NYSE: NWE) (the Company), held its Annual Meeting of
Stockholders (the Annual Meeting) in Huron, South Dakota. At the
Annual Meeting, 43,472,436 shares of common stock, par value
$.01, were present in person or by proxies. This represented over
89 percent of the 48,335,246 shares of common stock outstanding
and entitled to vote at the Annual Meeting. At the Annual
Meeting, the stockholders:
Elected all nine of the directors nominated by the Board of
Directors;
Ratified the appointment of Deloitte Touche LLP as the
Company’s independent registered public accounting firm;
Approved, on an advisory basis, the compensation of the
Company’s named executive officers, as described in the
Company’s Proxy Statement; and
Indicated a preference, on an advisory basis, to hold future
advisory votes on executive compensation every year.
Set forth below are the final voting results on each such matter.
1. Election of Directors.>The Board of Directors of the Company
nominated eight persons for election as directors of the Company,
each to hold office for a one-year term expiring at the 2018 annual
meeting of stockholders and until his or her successor is duly
elected and qualified. Each nominee was an incumbent director, and
no other person was nominated. The votes cast for or withheld with
respect to each nominee were as follows:
Broker
Name of Director
For
Withheld
Non-Votes
Stephen P. Adik
40,955,695
332,891
2,183,850
Anthony T. Clark
41,201,912
86,674
2,183,850
E. Linn Draper Jr.
41,146,589
141,997
2,183,850
Dana J. Dykhouse
41,190,507
98,079
2,183,850
Jan R. Horsfall
41,183,568
105,018
2,183,850
Britt E. Ide
41,199,833
88,753
2,183,850
Julia L. Johnson
40,854,223
434,363
2,183,850
Robert C. Rowe
41,159,637
128,949
2,183,850
Linda G. Sullivan
41,203,459
85,127
2,183,850
2. Ratification of Independent Registered Public Accounting Firm.
The votes cast with respect to the ratification of Deloitte Touche
LLP as our independent registered accounting firm were as follows:
For
Against
Abstain
43,059,507
386,390
26,539
3. Advisory Vote on Executive Compensation.>The votes cast with
respect to the advisory vote to approve named executive officer
compensation were as follows:
Broker
For
Against
Abstain
Non-Votes
40,944,168
265,626
78,792
2,183,850
4. Advisory Vote on Frequency of Advisory Votes on Executive
Compensation. The votes cast with respect to this matter were as
follows:
Broker
Every Year
Every 2 Years
Every 3 Years
Abstain
Non-Votes
32,062,937
20,230
9,135,789
69,630
2,183,850
Consistent with a majority of the votes cast with respect to this
proposal, the Companys Board of Directors has determined that the
Company will hold an annual advisory vote on executive compensation
until the next required vote on the frequency of future stockholder
votes on executive compensation, as required to Section 14A of the
Securities and Exchange Act of 1934, as amended, and the rules and
regulations promulgated thereunder. Under these existing rules and
regulations, the Company will hold the next frequency vote in
connection with its 2023 annual meeting of stockholders.


About NorthWestern Corporation (NYSE:NWE)

NorthWestern Corporation, doing business as North-Western Energy, provides electricity and natural gas. The Company provides electricity and natural gas to over 701,000 customers in Montana, South Dakota and Nebraska. It generates and distributes electricity in South Dakota; distributes natural gas in South Dakota and Nebraska, and generates and distributes electricity and distributed natural gas in Montana. The Company’s segments are Electric operations, Natural gas operations and All other, which primarily consists of unallocated corporate costs. The Company’s regulated electric utility business in Montana includes generation, transmission and distribution. Its service territory covers approximately 107,600 square miles, representing over 73% of Montana’s land area. Its regulated natural gas utility business in Montana includes production, storage, transmission and distribution. The Company distributes natural gas to approximately 191,500 customers in over 105 Montana communities.

NorthWestern Corporation (NYSE:NWE) Recent Trading Information

NorthWestern Corporation (NYSE:NWE) closed its last trading session down -0.09 at 59.91 with 647,667 shares trading hands.