a50871344.htm
 
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 21, 2014
 
MACQUARIE INFRASTRUCTURE COMPANY LLC
(Exact name of Registrant as specified in its charter)
 
Delaware
(State or other jurisdiction
of incorporation)
001-32384
Commission File Number
43-2052503
(I.R.S. Employer Identification Number)
 
125 West 55th Street,
New York, New York
(Address of principal executive offices)
10019
(Zip code)
 
(212) 231-1000
(Registrant’s telephone number, including area code)
 
N.A.
(Former name or former address, if changes 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 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 21, 2014, Macquarie Infrastructure Company LLC (the “Company”) held its annual meeting of shareholders. A brief description follows of each matter voted upon at the annual meeting, including the number of votes cast for, against or withheld, as well as the number of abstentions and broker non-votes with respect to each matter. Of the total 56,459,047 LLC interests outstanding as of the record date of March 26, 2014 that were entitled to vote, 51,288,351 LLC interests were represented at the meeting, either in person or by proxy.
 
The matters voted upon and the results of the vote at the annual meeting of shareholders were as follows:
 
Proposal 1 – Election of Directors: The Company’s shareholders voted to elect the following individuals as directors to serve for a one-year term with the votes shown:
 
Nominee
 
Votes For
   
Votes Withheld
   
Broker Non-Votes
 
                   
Norman H. Brown, Jr.
    41,296,866       123,819       9,867,666  
George W. Carmany, III
    41,289,488       131,197       9,867,666  
H.E. (Jack) Lentz
    41,289,477       131,208       9,867,666  
Ouma Sananikone     41,330,720       89,965       9,867,666  
William H. Webb
     23,166,140        18,254,545        9,867,666  
 
Proposal 2 – Ratification of Selection of Independent Auditor The Company’s shareholders ratified the audit committee’s selection of KPMG LLP as the Company’s independent auditor for the fiscal year ending December 31, 2014 with the votes shown:  
 
Votes For
 
Votes Against
 
Abstentions
50,975,693
 
211,503
 
101,155
 
Proposal 3 – Advisory Resolution on Executive Compensation   The Company’s shareholders approved, on an advisory basis, executive compensation with the votes shown.
 
Votes For
 
Votes Against
 
Abstentions
 
Broker Non-Votes
39,109,878
 
1,237,587
 
1,073,220
 
9,867,666
 
 
 

 
 
Proposal 4 – Resolution on Independent Directors Equity Plan The Company’s shareholders approved the 2014 Independent Directors Equity plan with the votes shown:
 
Votes For
 
Votes Against
 
Abstentions
 
Broker Non-Votes
40,045,273
 
1,273,949
 
101,463
 
9,867,666


SIGNATURE
 
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.
 
Dated:  May 21, 2014
 
  MACQUARIE INFRASTRUCTURE  
  COMPANY LLC  
     
       
 
By:
/s/ James Hooke  
    Name: James Hooke  
    Title    Chief Executive Officer