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: May 2, 2016
(Date of Earliest Event Reported)

POTLATCH CORPORATION
(Exact name of registrant as specified in its charter)
 
 
 
 
 
 
Delaware
 
001-32729
 
82-0156045
(State or Other Jurisdiction of
 Incorporation)
 
(Commission File Number)
 
(I.R.S. Employer
 Identification Number)
 
 
 
 
601 W. First Avenue, Suite 1600, Spokane WA
 
99201
(Address of principal executive offices)
 
(Zip Code)

(509) 835-1500
(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 (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

On May 2, 2016, Potlatch Corporation (the “Company”) held its 2016 Annual Meeting of Stockholders. The matters listed below were submitted to a vote of the stockholders through the solicitation of proxies, and the proposals are described in the Company's Proxy Statement filed with the SEC on April 1, 2016. The certified results of the stockholder vote are as follows:

Proposal 1 - Election of Directors

The following individuals were elected to serve as directors to hold office until the 2019 Annual Meeting of Stockholders or until the respective successors are duly elected and qualified.

Nominee
For
 
Against
 
Abstain
 
Broker non-votes
Michael J. Covey
31,598,223

 
542,240

 
134,742
 
5,216,844
Charles P. Grenier
31,934,273

 
214,722

 
126,210
 
5,216,844
Gregory L. Quesnel
31,944,564

 
205,304

 
125,337
 
5,216,844


Proposal 2 - Ratification of the Appointment of KPMG, LLP as Independent Auditors for 2016

The stockholders ratified the appointment of KPMG, LLP as the Company's independent auditors for 2016.

For
Against
Abstain
37,305,859
95,845
90,345


Proposal 3 - Advisory vote to approve executive compensation

The stockholders approved compensation paid to the company's named executive officers.

For
Against
Abstain
Broker non-votes
31,786,313
315,357
173,535
5,216,844







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.


Dated: May 2, 2016

                    
POTLATCH CORPORATION



By:     /s/ Lorrie D. Scott
Name:    Lorrie D. Scott
Title:    Vice President, General Counsel
and Corporate Secretary