8-K Shareholder Vote


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 23, 2013


DENNY’S CORPORATION
(Exact name of registrant as specified in its charter)

Delaware
0-18051
13-3487402
(State or other jurisdiction of
Commission File No.
(I.R.S. Employer
Incorporation or organization
 
Identification No.)

203 East Main Street
Spartanburg, South Carolina 29319-0001
(Address of principal executive offices)
(Zip Code)

(864) 597-8000
(Registrant’s telephone number, including area code)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations 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.
The Annual Meeting of Stockholders (the "Annual Meeting") of Denny's Corporation (the "Company") was held on May 23, 2013. At the Annual Meeting, the holders of the Company's common stock entitled to vote at the Annual Meeting (1) elected the eleven director nominees for the ensuing year, (2) ratified the selection of KPMG LLP as the Company's registered public accounting firm for 2013, and (3) adopted the non-binding advisory resolution approving the compensation of the Company's named executive officers.

The voting results were as follows:

(1) The election of eleven (11) directors:
Board of Directors Nominees
 
For
 
Against
 
Abstain
 
Broker Non-Votes
Gregg R. Dedrick
 
77,121,984

 
129,620

 
45,248

 
5,483,179

José M. Gutiérrez
 
77,119,854

 
131,820

 
45,178

 
5,483,179

George W. Haywood
 
77,121,844

 
129,759

 
45,249

 
5,483,179

Brenda J. Lauderback
 
77,077,090

 
180,064

 
39,698

 
5,483,179

Robert E. Marks
 
77,011,923

 
239,681

 
45,248

 
5,483,179

John C. Miller
 
77,195,612

 
55,892

 
45,348

 
5,483,179

Louis P. Neeb
 
77,108,452

 
143,152

 
45,248

 
5,483,179

Donald C. Robinson
 
77,119,502

 
132,102

 
45,248

 
5,483,179

Debra Smithart-Oglesby
 
69,519,886

 
7,736,719

 
40,247

 
5,483,179

Laysha Ward
 
77,115,318

 
140,591

 
40,943

 
5,483,179

F. Mark Wolfinger
 
70,061,532

 
7,189,473

 
45,847

 
5,483,179


(2) A proposal to ratify the appointment of KPMG LLP as the independent registered public accounting firm of Denny's Corporation and its subsidiaries for the year ending December 25, 2013:
For
 
Against
 
Abstain
82,316,017

 
436,531

 
27,483


(3) A non-binding advisory resolution to approve the compensation paid to the Company's named executive officers:
For
 
Against
 
Abstain
 
Broker Non-Votes
66,271,604

 
1,649,868

 
9,375,380

 
5,483,179









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.
 
 
 
 
Denny's Corporation
 
 
 
 
 
 
Date: May 29, 2013
/s/ F. Mark Wolfinger
 
F. Mark Wolfinger
 
Executive Vice President,
 
Chief Administrative Officer and
 
Chief Financial Officer