nni_8k-052611.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 26, 2011                                           
 
Nelnet, Inc.
(Exact name of registrant as specified in its charter)
 
Nebraska
(State of other jurisdiction
of incorporation)
001-31924
(Commission
File Number)
84-0748903
(IRS Employer
Identification No.)
 
 
121 South 13th Street, Suite 201, Lincoln, Nebraska 68508
(Address of principal executive offices)
(ZipCode)
 
Registrant’s telephone number, including area code           (402) 458-2370 
 
 
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:
 
[ ]
 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.

Nelnet, Inc. (the “Company”) held its 2011 annual shareholders’ meeting on May 26, 2011.  At the meeting, the following proposals were submitted to a vote of our shareholders, with the voting results indicated below:
 
Proposal 1:  Election of Directors.  Our shareholders elected the following eight directors to hold office until the 2012 annual meeting of shareholders and until their successors have been duly elected or appointed.
 
             
Broker
 
For
  
Against
  
Abstain
  
Non-Votes
               
Michael S. Dunlap
128,572,358
  
485,438
  
147
  
2,934,752
               
Stephen F. Butterfield
128,745,969
  
311,788
  
186
  
2,934,752
               
James P. Abel
128,743,117
  
314,400
  
426
  
2,934,752
               
Kathleen A. Farrell
128,751,168
  
306,348
  
427
  
2,934,752
               
Thomas E. Henning
128,748,309
  
309,208
  
426
  
2,934,752
               
Brian J. O'Connor
128,742,603
  
307,259
  
8,081  
 
2,934,752
               
Kimberly K. Rath
128,747,566
  
309,898
  
479
  
2,934,752
               
Michael D. Reardon
128,743,075
  
314,440
  
428
  
2,934,752
 
Proposal 2:  Ratification of the appointment of KPMG LLP.  Our shareholders ratified the appointment of KPMG LLP as our independent registered public accounting firm for the year ended December 31, 2011.
 
 
  
 
  
 
  
Broker
For
  
Against
  
Abstain
  
Non-Votes
             
131,658,572
  
327,236
  
6,887
  
-
 
Proposal 3:  Advisory vote on executive compensation.  Our shareholders approved, by an advisory vote, the compensation of our named executive officers.
 
           
Broker
For
  
Against
  
Abstain
  
Non-Votes
             
128,772,340
  
276,854
  
8,749
  
2,934,752
 
 
2
 
 
Proposal 4:  Advisory vote on the frequency of future advisory votes on executive compensation.   Our shareholders approved, by an advisory vote, an annual advisory vote on compensation of our named executive officers (as opposed to an advisory vote every two years or every three years).
 
 
          
 
  
Broker
1 Year
  
2 Years
  
3 Years
  
Abstain
  
Non-Votes
                 
127,224,484
  
123,902
  
1,650,318
  
59,239
  
-
 
Based on these results and consistent with the Board’s previous recommendation to the Company’s shareholders in connection with such vote, on May 26, 2011, following our annual meeting of shareholders, our Board of Directors determined that, until the next vote on the frequency of holding advisory votes on executive compensation, the Company will hold a non-binding advisory vote on executive compensation every year.  In accordance with United States Securities and Exchange Commission regulations, the Company must hold votes on the frequency of holding such advisory votes at least once every six years.
 
 
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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.
 
Dated:  May 27, 2011
 
NELNET, INC.
  
     
       
 
By:
/s/ TERRY J HEIMES  
  Name: Terry J. Heimes  
  Title: Chief Financial Officer  
 
 
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