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): June 21, 2013

 


 

ATLANTIC POWER CORPORATION

(Exact name of registrant as specified in its charter)

 

British Columbia, Canada

 

001-34691

 

55-0886410

(State or other jurisdiction of

incorporation or organization)

 

(Commission File Number)

 

(IRS Employer Identification No.)

 

One Federal Street, 30th Floor

Boston, MA

 

02110

(Address of principal executive offices)

 

(Zip Code)

 

(617) 977-2400

(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 obligation of the registrant under any of the following provisions:

 

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.

 

Atlantic Power Corporation (the “Company”) held an annual and special meeting of its shareholders on June 21, 2013. At the annual and special meeting, the shareholders of the Company voted on the following matters, casting their votes as described below:

 

·                  To elect to the board of directors each of the nominees listed below:

 

Nominee

 

Votes For

 

Votes Against

 

Votes Withheld /
Abstentions

 

Broker Non-Votes

 

Irving R. Gerstein

 

35,458,220

 

n/a

 

3,628,381

 

31,782,153

 

Kenneth M. Hartwick

 

35,049,544

 

n/a

 

4,037,057

 

31,782,153

 

John A. McNeil

 

35,110,764

 

n/a

 

3,975,838

 

31,782,152

 

R. Foster Duncan

 

35,658,364

 

n/a

 

3,428,238

 

31,782,152

 

Holli Ladhani

 

35,506,550

 

n/a

 

3,580,053

 

31,782,151

 

Barry E. Welch

 

35,880,947

 

n/a

 

3,205,656

 

31,782,151

 

 

·                  To appoint KPMG LLP as auditors of the Company and to authorize the Company’s board of directors to fix the auditors’ remuneration:

 

Votes For

 

Votes Against

 

Votes Withheld /
Abstentions

 

Broker Non-Votes

 

67,288,456

 

n/a

 

3,580,298

 

0

 

 

·                  Non-binding, advisory vote on the approval of named executive officer compensation:

 

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

 

27,745,994

 

10,362,075

 

978,137

 

31,782,548

 

 

·                  Ordinary resolution to approve, ratify and confirm the adoption of the Shareholder Rights Plan adopted by the board of directors of the Company effective February 28, 2013:

 

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

 

33,359,938

 

4,906,482

 

819,785

 

31,782,549

 

 

·                  Ordinary resolution to approve, ratify and confirm the adoption of the Company’s Advance Notice Policy adopted by the board of directors of the Company effective April 1, 2013:

 

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

 

35,197,825

 

3,105,139

 

783,241

 

31,782,549

 

 

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.

 

 

 

 

Atlantic Power Corporation

 

 

 

 

 

 

 

Dated: June 21, 2013

 

By:

/s/ Terrence Ronan

 

 

 

Name: Terrence Ronan

 

 

 

Title:   Chief Financial Officer

 

3