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) May 6, 2014

 

 

Danaher Corporation

(Exact Name of Registrant as Specified in Its Charter)

 

 

Delaware

(State or Other Jurisdiction of Incorporation)

 

001-08089		59-1995548
(Commission File Number)		(IRS Employer Identification No.)
2200 Pennsylvania Ave., N.W., Suite 800W, Washington, D.C.		20037-1701
(Address of Principal Executive Offices)		(Zip Code)

202-828-0850

(Registrant’s Telephone Number, Including Area Code)

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 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))

 

 

 

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ITEM 5.07

SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

The Company’s annual meeting of shareholders was held on May 6, 2014. At the annual meeting, the Company’s shareholders voted on the following proposals:

1. To elect the ten directors named in the Company’s proxy statement to terms expiring in 2015. Each nominee for director was elected by a vote of the shareholders as follows:

 

		For				Against				Abstain				Broker Non-Votes
H. Lawrence Culp, Jr.			572,920,504				6,466,997				874,920				35,276,755
Donald J. Ehrlich			514,941,864				63,698,193				1,622,364				35,276,755
Linda Hefner Filler			572,900,091				5,503,902				1,858,428				35,276,755
Teri List-Stoll			574,578,244				4,059,732				1,624,445				35,276,755
Walter G. Lohr, Jr.			507,808,976				71,574,596				878,849				35,276,755
Mitchell P. Rales			570,394,222				8,987,440				880,759				35,276,755
Steven M. Rales			570,394,637				8,984,618				883,166				35,276,755
John T. Schwieters			573,740,080				5,634,980				887,361				35,276,755
Alan G. Spoon			532,429,543				46,950,134				882,744				35,276,755
Elias A. Zerhouni, M.D.			574,051,548				4,352,907				1,857,966				35,276,755

2. To ratify the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2014. The proposal was approved by a vote of shareholders as follows:

 

For			609,708,335
Against			4,942,387
Abstain			888,454

3. To approve on an advisory basis the Company’s named executive officer compensation. The proposal was approved by a vote of shareholders as follows:

 

For			502,296,998
Against			76,429,387
Abstain			1,536,035
Broker Non-Votes			35,276,755

4. To act upon a shareholder proposal requesting that Danaher issue a report disclosing its political expenditure policies and direct and indirect political expenditures. The proposal was rejected by a vote of shareholders as follows:

 

For			187,802,522
Against			298,856,771
Abstain			93,602,327
Broker Non-Votes			35,276,755

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5. To act upon a shareholder proposal requesting that Danaher adopt a policy requiring the Chair of Danaher’s Board of Directors to be independent. The proposal was rejected by a vote of shareholders as follows:

 

For			181,977,408
Against			367,027,901
Abstain			31,256,312
Broker Non-Votes			35,276,755

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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 hereunto duly authorized.

 

Dated: May 8, 2014