Form 8-K

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 31, 2012

 

RAYTHEON COMPANY

(Exact name of registrant as specified in its charter)

 

 

Delaware

(State of Incorporation)

 

1-13699

(Commission File Number)

 

95-1778500

(IRS Employer Identification Number)

 

870 Winter Street, Waltham, Massachusetts 02451

(Address of Principal Executive Offices) (Zip Code)

 

(781) 522-3000

(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 (see General Instruction A.2. below):

 

¨ 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.

Raytheon Company held its annual meeting of shareholders on May 31, 2012. Set forth below are the final voting results for each of the matters submitted to a vote of the shareholders. For more information about the proposals set forth below, please see Raytheon’s definitive proxy statement filed with the Securities and Exchange Commission on April 27, 2012.

 

1. Raytheon’s shareholders elected, by a majority of the votes cast, each of the ten nominees to the Board of Directors as follows:

 

Director

 

For

 

Against

 

Abstain

 

Broker Non-Votes

James E. Cartwright

  262,464,721   1,907,110   1,661,145   31,333,245

Vernon E. Clark

  259,314,863   5,096,768   1,621,345   31,333,245

John M. Deutch

  232,798,830   31,598,389   1,635,757   31,333,245

Stephen J. Hadley

  262,249,179   2,050,424   1,733,373   31,333,245

Frederic M. Poses

  257,584,517   6,659,797   1,788,662   31,333,245

Michael C. Ruettgers

  260,719,716   3,570,751   1,742,509   31,333,245

Ronald L. Skates

  258,772,842   5,491,647   1,768,487   31,333,245

William R. Spivey

  260,967,331   3,334,896   1,730,749   31,333,245

Linda G. Stuntz

  181,697,455   82,632,384   1,703,137   31,333,245

William H. Swanson

  261,228,303   3,512,703   1,291,970   31,333,245

 

2. Raytheon’s shareholders voted on the advisory vote on executive compensation as follows:

 

For

 

Against

 

Abstain

 

Broker Non-Votes

250,703,480   12,507,479   2,822,017   31,333,245

 

3. Raytheon’s shareholders voted on the ratification of the appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm for the fiscal year beginning January 1, 2012 as follows:

 

For

 

Against

 

Abstain

291,790,085   4,409,918   1,166,218

 

4. Raytheon’s shareholders voted on a shareholder proposal regarding executive stock retention as follows:

 

For

 

Against

 

Abstain

 

Broker Non-Votes

64,960,721   199,025,516   2,046,739   31,333,245

 

5. Raytheon’s shareholders voted on a shareholder proposal regarding supplemental executive retirement plans as follows:

 

For

 

Against

 

Abstain

 

Broker Non-Votes

78,818,501   185,436,233   1,778,242   31,333,245

 

6. Raytheon’s shareholders voted on a shareholder proposal regarding shareholder action by written consent as follows:

 

For

 

Against

 

Abstain

 

Broker Non-Votes

114,287,666   149,293,549   2,451,761   31,333,245


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.

 

    RAYTHEON COMPANY
Date: June 5, 2012     By:   /s/ Jay B. Stephens
     

Jay B. Stephens

Senior Vice President, General Counsel

and Secretary