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) May 18, 2010

 

 

URBAN OUTFITTERS, INC.

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Pennsylvania   000-22754   23-2003332

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

5000 South Broad St, Philadelphia PA   19112-1495
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code (215) 454-5500

N/A

(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))

 

 

 


Item 5.07. Submission of Matters to a Vote of Security Holders.

On May 18, 2010, Urban Outfitters, Inc. (the “Company”) held its Annual Meeting of Shareholders (the “Annual Meeting”). At the Annual Meeting, the shareholders (i) elected both of the Company’s nominees for Class I Director to serve a term initially expiring at the Annual Meeting of Shareholders in 2013, (ii) re-approved the Urban Outfitters Executive Incentive Plan, and (iii) voted against the shareholder proposal that would have required a new report on policies for vendor conduct. The results of the voting were as follows:

1. Proposal No. 1: Election of Directors.

 

Directors

   For    Withheld

Scott A. Belair

   94,318,983    56,281,381

Robert H. Strouse

   92,013,346    58,587,018

2. Proposal No. 2: Re-approval of the Urban Outfitters Executive Incentive Plan.

 

For

  

Against

  

Abstain

  

Broker Non-Vote

122,769,467

   27,526,909    258,828    45,277

3. Proposal No. 3: Shareholder proposal requiring a new report on policies for vendor conduct.

 

For

  

Against

  

Abstain

  

Broker Non-Vote

30,421,461

   97,235,216    22,940,803    3,001


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.

 

    URBAN OUTFITTERS, INC.
Date: May 21, 2010     By:  

/s/ Glen T. Senk

      Glen T. Senk
      Chief Executive Officer