As
filed with the Securities and Exchange Commission on
May 11, 2011
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 11, 2011
BANK OF AMERICA CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware
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1-6523
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56-0906609 |
(State or Other
Jurisdiction of
Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.) |
(704) 386-5681
(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 filing is intended to simultaneously satisfy the
filing obligation of
the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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o |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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o |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b)) |
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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.
(a) The annual meeting of stockholders of Bank of America Corporation (the
“Company”) was
held on
May 11, 2011.
(b) The stockholders elected all of
the Company’s nominees for director; approved the advisory vote
on executive compensation; voted, on an advisory basis, in favor of holding future advisory votes
on executive compensation every year; and ratified the appointment of PricewaterhouseCoopers LLP as
the Company’s registered independent public accounting firm for 2011. The stockholders did not
approve any of the stockholder proposals, which are listed below.
1. |
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Election of Directors: |
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Shares For |
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Shares Against |
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Shares Abstain |
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Non-Votes |
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Mukesh D. Ambani |
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5,765,070,053 |
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338,528,615 |
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20,867,766 |
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2,008,938,488 |
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Susan S. Bies |
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6,024,666,325 |
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80,316,244 |
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19,483,865 |
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2,008,938,488 |
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Frank P. Bramble, Sr. |
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5,927,528,783 |
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176,660,148 |
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20,277,503 |
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2,008,938,488 |
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Virgis W. Colbert |
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5,093,617,192 |
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1,001,305,145 |
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29,544,097 |
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2,008,938,488 |
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Charles K. Gifford |
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5,902,199,632 |
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202,059,170 |
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20,207,632 |
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2,008,938,488 |
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Charles O. Holliday, Jr. |
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6,016,500,312 |
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87,574,771 |
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20,391,352 |
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2,008,938,488 |
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D. Paul Jones, Jr. |
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6,022,753,990 |
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80,884,927 |
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20,827,517 |
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2,008,938,488 |
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Monica C. Lozano |
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5,673,448,968 |
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428,974,367 |
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22,043,099 |
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2,008,938,488 |
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Thomas J. May |
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5,946,799,142 |
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156,988,795 |
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20,678,497 |
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2,008,938,488 |
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Brian T. Moynihan |
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6,021,321,803 |
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83,988,690 |
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19,155,941 |
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2,008,938,488 |
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Donald E. Powell |
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5,999,430,231 |
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104,817,066 |
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20,219,137 |
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2,008,938,488 |
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Charles O. Rossotti |
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4,912,442,358 |
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1,185,672,879 |
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26,351,197 |
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2,008,938,488 |
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Robert W. Scully |
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5,980,889,268 |
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123,239,474 |
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20,337,692 |
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2,008,938,488 |
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2. |
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Advisory (Non-Binding) “Say on Pay” Vote to Approve Executive Compensation: |
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For |
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5,628,425,240 |
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Against |
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429,938,745 |
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Abstain |
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66,102,449 |
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Non-Votes |
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2,008,938,488 |
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3. |
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Advisory (Non-Binding) Vote on the Frequency of Future Advisory “Say on Pay” Votes: |
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One year |
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5,436,235,018 |
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Two years |
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35,340,670 |
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Three years |
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612,447,625 |
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Abstain |
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40,443,121 |
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Non-Votes |
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2,008,938,488 |
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4. |
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Ratification of PricewaterhouseCoopers LLP as registered
independent public accounting firm for 2011: |
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For |
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7,326,279,686 |
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Against |
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762,073,390 |
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Abstain |
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45,051,846 |
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5. |
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Stockholder Proposal: Disclosure of Government Employment: |
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For |
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239,438,909 |
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Against |
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5,017,924,634 |
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Abstain |
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867,102,891 |
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Non-Votes |
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2,008,938,488 |
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