TOL2013-03-13






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): March 13, 2013
 
Toll Brothers, Inc.
(Exact Name of Registrant as Specified in Charter)
 
Delaware
 
001-09186
 
23-2416878
(State or Other Jurisdiction
of Incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
 
 
250 Gibraltar Road, Horsham, PA
 
19044
(Address of Principal Executive Offices)
 
(Zip Code)
Registrant’s telephone number, including area code: (215) 938-8000
 
(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):
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.
The Company held its Annual Meeting of Stockholders on March 13, 2013. There were 169,066,583 shares of common stock eligible to vote at the meeting.
The final voting results for each proposal submitted to a vote of the Company's stockholders are as follows:

Proposal One - Election of Directors:
 
 
FOR
 
WITHHELD
 
BROKER NON-VOTES
Douglas C. Yearley, Jr.
 
129,490,238

 
6,912,107

 
15,992,736

Robert S. Blank
 
128,702,844

 
7,699,501

 
15,992,736

Edward G. Boehne
 
128,693,958

 
7,708,387

 
15,992,736

Richard J. Braemer
 
122,411,904

 
13,990,441

 
15,992,736

Carl S. Marbach
 
129,050,249

 
7,352,096

 
15,992,736

Stephen A. Novick
 
128,179,803

 
8,222,542

 
15,992,736

Paul E. Shapiro
 
129,057,578

 
7,344,767

 
15,992,736

Proposal Two - Ratification of the Re-Appointment of Independent Registered Public Accounting Firm:
FOR
 
AGAINST
 
ABSTAIN
150,422,321
 
1,741,873
 
230,885
Proposal Three - Advisory and Non-Binding Vote on Executive Compensation:
FOR
 
AGAINST
 
ABSTAIN
 
BROKER NON-VOTES
134,587,332
 
1,230,667
 
584,342
 
15,992,740

Proposal Four - Re-approval of the Material Terms of the Performance Goals under the Toll Brothers, Inc. Amended and Restated Stock Incentive Plan for Employees (2007):
FOR
 
AGAINST
 
ABSTAIN
 
BROKER NON-VOTES
132,865,014
 
3,382,892
 
154,436
 
15,992,739

Proposal Five - Stockholder Proposal Relating to a Majority Voting Standard in the Election of Directors:
FOR
 
AGAINST
 
ABSTAIN
 
BROKER NON-VOTES
60,403,273
 
75,604,190
 
394,879
 
15,992,739







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.
 
 
 
 
 
 
 
 
 
 
 
 
TOLL BROTHERS, INC.
 
 
 
 
Dated:
March 13, 2013
 
 
By: 
 
Joseph R. Sicree
 
 
 
 
 
 
Joseph R. Sicree
 
 
 
 
 
 
Senior Vice President,
 
 
 
 
 
 
Chief Accounting Officer