a50175086.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):  February 17, 2012


JACK IN THE BOX INC.
(Exact name of registrant as specified in its charter)

        DELAWARE
1-9390
95-2698708
(State or other jurisdiction
      of incorporation)
(Commission File
Number)
(I.R.S. Employer Identification Number)


9330 BALBOA AVENUE, SAN DIEGO, CA
92123
(Address of principal executive offices)
(Zip Code)
 
 
 (858) 571-2121
 (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 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))

 
 

 
 
ITEM 5.07        SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
 
The annual meeting of the stockholders of Jack in the Box Inc. (the “Company”) was held on February 17, 2012. Matters submitted to the shareholders and voted upon at the meeting, which are more fully described in the Company's proxy statement, are as follows: (1) Election of the eight members of the board of directors; (2) Approval of the Amendment and Restatement of the Jack in the Box Inc. 2004 Stock Incentive Plan; (3) Ratification of the appointment of KPMG LLP as independent registered public accountants for the fiscal year ending September 30, 2012; and (4) Approval of an advisory (non-binding) resolution regarding executive compensation.  The final voting results are set forth below.
 
(1)  The following directors were elected by the indicated votes: 
 
   
For
 
 
Against
 
Abstain
 
Broker
Non-Votes
                 
David L. Goebel
 
37,983,399
 
1,432,382
 
6,735
 
2,482,947
Madeleine A. Kleiner
 
39,366,017
 
51,820
 
4,679
 
2,482,947
Linda A. Lang
 
38,855,083
 
553,138
 
14,295
 
2,482,947
Michael W. Murphy
 
37,985,110
 
1,430,671
 
6,735
 
2,482,947
James M. Myers
 
39,363,018
 
52,663
 
6,835
 
2,482,947
David M. Tehle
 
39,296,347
 
119,434
 
6,735
 
2,482,947
Winifred M. Webb
 
39,362,524
 
52,757
 
7,235
 
2,482,947
John T. Wyatt
 
37,984,500
 
1,431,281
 
6,735
 
2,482,947
 
(2)  The Amendment and Restatement of the Jack in the Box 2004 Stock Incentive Plan was approved by the indicated votes:
 
For
 
Against
 
Abstain
 
Broker Non-Votes
31,627,310
 
7,784,964
 
10,242
 
2,482,947
 
(3)  The appointment of KPMG LLP was ratified by the indicated votes (there were no broker non-votes on this proposal):
 
             
For
 
Against
 
Abstain
 
Broker Non-Votes
41,469,715
 
416,119
 
19,629
 
0
 
(4)  The compensation of named executive officers was approved, on an advisory basis, by the indicated votes:
 
             
For
 
Against
 
Abstain
 
Broker Non-Votes
36,461,487
 
2,936,780
 
24,249
 
2,482,947
 

 
 

 
 
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.

 
 
 
 
   
JACK IN THE BOX INC.
 
       
       
       
 
By:
/s/ Jerry P. Rebel  
   
Jerry P. Rebel
 
   
Executive Vice President
Chief Financial Officer
(Principal Financial Officer)
(Duly Authorized Signatory)
 
   
Date: Feb. 21, 2012