Form 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): June 3, 2015

 

 

ULTA SALON, COSMETICS & FRAGRANCE, INC.

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Delaware   001-33764   36-3685240

(State or Other Jurisdiction

of Incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification No.)

1000 Remington Blvd., Suite 120

Bolingbrook, Illinois 60440

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code: (630) 410-4800

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:

 

  ¨ 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 June 3, 2015, the Company held its 2015 Annual Meeting of Stockholders. At the Annual Meeting, the stockholders voted on the following three proposals and cast their votes as described below.

 

1. Election of Directors

 

Director

    Number of Shares Voted For      Number of Shares Withheld  

Michelle L. Collins

      53,496,001         185,224   

Robert F. DiRomualdo

      53,284,852         396,373   

Catherine Halligan

      53,494,561         186,664   

Lorna E. Nagler

      53,348,555         332,670   

There were 3,418,776 broker non-votes on the proposal for election of directors.

 

2. Ratification of Appointment of Independent Registered Public Accounting Firm

56,592,980 shares voted for, 349,024 shares voted against and 157,997 shares abstained from voting. There were no broker non-votes on this matter.

 

3. Advisory Vote on Executive Compensation

52,757,706 shares voted for, 747,545 shares voted against and 175,974 shares abstained from voting. There were 3,418,776 broker non-votes on this matter.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

ULTA SALON, COSMETICS & FRAGRANCE, INC.
Date: June 5, 2015 By:

/s/ Scott M. Settersten

Scott M. Settersten
Chief Financial Officer and Assistant Secretary