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): May 5, 2011

 


 

Huntsman Corporation

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-32427

 

42-1648585

(State or other jurisdiction

 

(Commission

 

(IRS Employer

of incorporation)

 

File Number)

 

Identification No.)

 

500 Huntsman Way

 

 

Salt Lake City, Utah

 

84108

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code:

(801) 584-5700

 

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 obligations 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

 

(a)  The 2011 Annual Meeting of Stockholders of Huntsman Corporation (the “Company”) was held on May 5, 2011 (the “Annual Meeting”).

 

(b)  The Company’s stockholders voted on the following four proposals (described in detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on March 25, 2011) at the Annual Meeting and cast their votes as follows:

 

Proposal No. 1    The two nominees named below were elected to serve as Class I directors of the board of directors, to serve until the 2014 Annual Meeting, and the voting results were as follows:

 

Class I Directors

 

For

 

Withheld

 

Jon M. Huntsman

 

182,475,110

 

14,855,836

 

Dr. Patrick T. Harker

 

186,130,042

 

11,200,904

 

 

Proposal No. 2    The non-binding advisory vote to approve the compensation of the Company’s named executive officers was approved as set forth below.

 

For

 

Against

 

Abstain

 

191,968,902

 

2,467,268

 

2,894,776

 

 

Proposal No. 3    The results of the non-binding advisory vote on the frequency of the shareholder vote to approve the compensation of the Company’s named executive officers were as set forth below.

 

1 year

 

2 years

 

3 years

 

Abstain

 

169,008,842

 

266,985

 

25,192,095

 

2,863,024

 

 

Proposal No. 4    The appointment of Deloitte & Touche LLP as the independent registered public accounting firm for the year ending December 31, 2011 was ratified, and the voting results were as follows.

 

For

 

Against

 

Abstain

 

217,150,596

 

6,476,674

 

991,582

 

 

(d)  Disclosure Regarding Frequency of Stockholder Advisory Vote on Executive Compensation:

 

A majority of the votes cast by stockholders voted, on an advisory basis, to hold an advisory vote to approve executive compensation every year. In line with this recommendation by our stockholders, the Board of Directors has decided that it will include an advisory stockholder vote on executive compensation in its proxy materials every year until the next advisory vote on the frequency of stockholder votes on executive compensation, which will occur no later than our 2017 Annual Meeting.

 

2



 

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.

 

 

HUNTSMAN CORPORATION

 

 

 

/s/ TROY M. KELLER

 

Assistant Secretary

 

 

 

 

Dated: May 11, 2011

 

 

3