Form 8-K

 

 

FORM 8-K

 

 

Date of Report (Date of earliest event reported) May 11, 2011

 

 

Tejon Ranch Co.

(Exact Name of Registrant as Specified in Charter)

 

 

 

Delaware   1-7183   77-0196136

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

P. O. Box 1000, Lebec, California   93243
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code 661 248-3000

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 Instructions 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))

 

 

 


ITEM 5.07 Submission of Matters to a Vote of Security Holders

On May 10, 2011, Tejon Ranch Co. held an annual meeting of its shareholders. Four proposals were acted on at that meeting: (1) The election of three Class III Directors, (2) The ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm, (3) An advisory resolution on executive compensation, and (4) An advisory vote on the frequency of the advisory vote on executive compensation. Tejon Ranch Co. shareholders reelected all three of the Class III Directors, approved the appointment of Ernst & Young LLP, in an advisory vote approved the compensation plan of the Company, and in and advisory vote approved a three year frequency for holding an advisory vote or compensation. Following are the votes cast for or withheld for each director.

 

     For      Withheld      Not voted  

John L. Goolsby

     13,763,445         3,374,859         2,632,268   

Norman Metcalfe

     13,765,620         3,372,684         2,632,268   

Kent G. Snyder

     14,687,409         2,450,895         2,632,268   

Following are the votes cast for and against ratification of independent registered public accounting firm:

 

For

 

Against

 

Not Voted

17,066,742   71,562   2,632,268

Following are the votes cast related to the advisory resolution on executive compensation:

 

For

 

Against

 

Abstain

 

Not Voted

9,113,023   5,307,337   519,403   4,830,809

Following are the votes cast related to frequency of the advisory vote on executive compensation:

 

One Year

 

Two Years

 

Three Years

 

Abstain

 

Not Voted

5,220,182   46,654   9,186,503   486,424   4,830,809


SIGNATURES

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.

 

    Date: May 11, 2011     TEJON RANCH CO.
    By:  

/s/    ALLEN E. LYDA        

    Name:   Allen E. Lyda
    Title:   Senior Vice President, and Chief Financial Officer