Document


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 3, 2018
 
Commission file number

Registrant, State of Incorporation or Organization,
Address of Principal Executive Offices, and Telephone Number
IRS Employer Identification No.





1-32853
dukeenergylogo.jpg
DUKE ENERGY CORPORATION
(a Delaware corporation)
550 South Tryon Street
Charlotte, North Carolina 28202-1803
704-382-6200






20-2777218
 
550 South Tryon Street, Charlotte, North Carolina 28202
(Address of Principal Executive Offices, including Zip code)
 
(704) 382-3853
(Registrant’s telephone number, including area code)
 
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:
 
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))

o            Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company finalform8kre2018annu_image2.gif

finalform8kre2018annu_image3.gifIf an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.






Item 5.07 Submission of Matters to a Vote of Security Holders.
 
(a)
The Corporation held its Annual Meeting on May 3, 2018.

(b)
At the Annual Meeting, shareholders voted on the following items: (i) election of directors, (ii) ratification of the appointment of Deloitte & Touche LLP as the Corporation’s independent registered public accounting firm for 2018, (iii) an advisory vote to approve the Corporation’s named executive officer compensation, (iv) an amendment to the Amended and Restated Certificate of Incorporation of Duke Energy Corporation to eliminate supermajority requirements, and (v) a shareholder proposal regarding providing an annual report on Duke Energy’s lobbying expenses. For more information on the proposals, see Duke Energy’s proxy statement dated March 22, 2018. Set forth on the following pages are the final voting results for each of the proposals.

• Election of Director Nominees

Director
Votes For
Withheld
Broker
Non-Votes
Votes Cast FOR
Votes Cast FOR
+ WITHHELD
Michael G. Browning
417,033,101
33,999,051
169,041,096
92.46%
Theodore F. Craver, Jr.
442,711,745
8,320,407
169,041,096
98.16%
Robert M. Davis
443,288,706
7,743,446
169,041,096
98.28%
Daniel R. DiMicco
437,410,993
13,621,159
169,041,096
96.98%
John H. Forsgren
427,268,672
23,763,480
169,041,096
94.73%
Lynn J. Good
433,738,609
17,293,543
169,041,096
96.17%
John T. Herron
443,223,806
7,808,346
169,041,096
98.27%
James B. Hyler, Jr.
442,685,208
8,346,944
169,041,096
98.15%
William E. Kennard
437,451,432
13,580,720
169,041,096
96.99%
E. Marie McKee
423,883,330
27,148,822
169,041,096
93.98%
Charles W. Moorman IV
442,565,609
8,466,543
169,041,096
98.12%
Carlos A. Saladrigas
425,467,265
25,564,887
169,041,096
94.33%
Thomas E. Skains
443,131,533
7,900,619
169,041,096
98.25%
William E. Webster, Jr.
443,110,924
7,921,228
169,041,096
98.24%

Each director nominee was elected to the Board of Directors with the support of a majority of the votes cast.

• Proposal to ratify the appointment of Deloitte & Touche LLP as independent registered public accounting firm for 2018

Votes For
Votes Against
Abstain
Broker
Non-Votes
Votes Cast FOR
Votes Cast FOR + AGAINST
Votes Cast FOR
Votes Cast FOR
+ AGAINST
+ ABSTAIN
600,581,318
15,720,220
3,771,710
N/A
97.45%
96.86%

The proposal to ratify the appointment of Deloitte & Touche LLP as independent registered public accounting firm was approved by the majority of the shares represented.










• Advisory vote to approve Duke Energy Corporation’s named executive officer compensation

Votes For
Votes Against
Abstain
Broker
Non-Votes
Votes Cast FOR
Votes Cast FOR + AGAINST
Votes Cast FOR
Votes Cast FOR
+ AGAINST
+ ABSTAIN
364,173,137
80,829,875
6,029,140
169,041,096
81.83%
80.74%

The advisory vote to approve Duke Energy Corporation’s named executive officer compensation was approved by the majority of the shares represented.

• Amendment to the Amended and Restated Certificate of Incorporation of Duke Energy Corporation to eliminate supermajority requirements

Votes For
Votes Against
Abstain
Broker
Non-Votes
Votes Cast FOR
Outstanding Shares (700,605,319)
434,773,543
12,035,288
4,223,321
169,041,096
62.05%

The amendment to the Amended and Restated Certificate of Incorporation of Duke Energy Corporation to eliminate supermajority requirements failed to receive the support of 80% of the outstanding shares and, therefore, was not approved.

• Shareholder proposal regarding providing an annual report on Duke Energy’s lobbying expenses

Votes For
Votes Against
Abstain
Broker
Non-Votes
Votes Cast FOR
Votes Cast FOR + AGAINST
Votes Cast FOR
Votes Cast FOR
+ AGAINST
+ ABSTAIN
151,165,097
285,723,242
14,143,813
169,041,096
34.60%
33.51%

The shareholder proposal regarding providing an annual report on Duke Energy’s lobbying expenses failed to receive the support of a majority of the shares represented and, therefore, was not approved.

(c)    Not applicable.

(d)    Not applicable









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.

 
 
 
 
 
 
 
 
DUKE ENERGY CORPORATION
Date: May 9, 2018
By:
 /s/ Julia S. Janson
 
 
Executive Vice President, External Affairs, Chief Legal
 
 
Officer and Corporate Secretary