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) April 18, 2017

 

 

PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED

(Exact name of registrant as specified in its charter)

 

 

 

New Jersey		001-09120		22-2625848
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

80 Park Plaza

Newark, New Jersey 07102

(Address of principal executive offices) (Zip Code)

973-430-7000

(Registrant’s telephone number, including area code)

http://www.pseg.com

 

 

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):

 

☐

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))

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  ☐

If 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  ☐

 

 

 

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Item 5.07

Submission of Matters to a Vote of Security Holders

The Annual Meeting of Stockholders of Public Service Enterprise Group Incorporated (PSEG) was held on April 18, 2017. Proxies for the meeting were solicited by PSEG pursuant to Regulation 14A under the Securities Act of 1934. There was no solicitation of proxies in opposition to management’s nominees as listed in the proxy statement.

All of management’s nominees were elected to the Board of Directors.

The advisory vote on executive compensation was approved.

The stockholders have recommended in the advisory vote on the frequency of future advisory votes on executive compensation that such votes be held every year. Based on that result and consistent with its own recommendation, the Board of Directors has determined that PSEG’s stockholders will continue to be presented with the opportunity to cast an advisory vote on executive compensation at the Annual Meeting of Stockholders to be held in each year beginning in 2018 and continuing through the earlier of 2023 or the next Annual Meeting at which an advisory vote on the frequency of the advisory vote on executive compensation is presented to stockholders.

The appointment of Deloitte & Touche LLP as PSEG’s independent auditor was ratified.

Final results of the voting are provided below:

 

Proposal 1:

Election of Directors

Terms expiring in 2018						Votes For				Votes Against				Abstentions				Broker Non-Votes
Willie A. Deese							375,340,842				2,837,580				1,446,709				70,110,190
Albert R. Gamper, Jr.							362,416,064				15,751,938				1,457,129				70,110,190
William V. Hickey							363,619,758				14,549,061				1,456,312				70,110,190
Ralph Izzo							340,688,776				33,175,683				5,760,672				70,110,190
Shirley Ann Jackson							355,182,444				22,944,385				1,498,302				70,110,190
David Lilley							374,437,438				3,677,537				1,510,156				70,110,190
Thomas A. Renyi							361,187,018				16,936,034				1,502,079				70,110,190
Hak Cheol Shin							375,745,994				2,437,831				1,441,306				70,110,190
Richard J. Swift							312,210,568				65,892,028				1,522,535				70,110,190
Susan Tomasky							375,551,594				2,710,664				1,362,873				70,110,190
Alfred W. Zollar							375,302,843				2,866,612				1,455,676				70,110,190
Proposal 2:						Votes For				Votes Against				Abstentions				Broker Non-Votes
Advisory Vote on the Approval of Executive Compensation							337,202,570				39,528,570				2,892,891				70,111,290
Proposal 3:		1 Year				2 Years				3 Years				Abstentions				Broker Non-Votes
Advisory Vote on the Frequency of Future Advisory Votes of Executive Compensation			323,963,929				3,236,589				49,811,999				2,611,514				70,111,290
Proposal 4:						Votes For				Votes Against				Abstentions				Broker Non-Votes
Ratification of Appointment of Deloitte & Touche LLP as Independent Auditor							433,511,648				14,344,889				1,878,784				0

 

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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 thereunto duly authorized.

 

Date: April 20, 2017

 

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