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 19, 2010

 

 

MERITAGE HOMES CORPORATION

(Exact Name of Registrant as Specified in Charter)

 

 

 

Delaware   001-09977   86-0611231

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

17851 North 85th Street, Suite 300, Scottsdale, AZ 85255

(Address of Principal Executive Offices) (Zip Code)

(480) 515-8100

(Registrant’s telephone number, including area code)

 

(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:

 

¨ 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

On May 19, 2010, the Company held its Annual Meeting of Stockholders at 10:00 a.m. local time at the Marriott McDowell Mountains located at 16770 North Perimeter Drive, Scottsdale, AZ 85260. The following matters were voted upon at the meeting, with the result being that all proposals were passed by the shareholders:

Proposal No. 1

The Company’s stockholders elected four individuals to the Board of Directors as set forth below:

 

Name

   Votes For    Votes Withheld    Broker Non-Votes

Steven J. Hilton

   22,954,672    926,807    4,005,534

Ray Oppel

   23,160,018    721,461    4,005,534

Richard T. Burke, Sr.

   23,808,774    72,705    4,005,534

Dana Bradford

   23,808,772    72,707    4,005,534

Proposal No. 2

The Company’s stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent auditing firm for the 2010 fiscal year.

 

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

27,810,117

  69,136   7,760   —  

Proposal No. 3

The Company’s stockholders approved an amendment to the Company’s 2006 Stock Incentive Plan to increase the number of shares available for issuance.

 

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

13,243,091

  10,625,583   12,805   4,005,534

Proposal No. 4

The Company’s stockholders approved an amendment to the Company’s 2006 Stock Incentive Plan reapproving, expanding and clarifying the Company’s stock award performance criteria.

 

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

21,368,405

  2,495,393   17,681   4,005,534

Proposal No. 5

The Company’s stockholders approved an amendment to the Company’s 2006 Annual Incentive Plan reapproving, expanding and clarifying the Company’s cash award performance criteria and extending the plan’s termination date.

 

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

26,724,755

  1,120,813   41,445  

—  


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.

 

  MERITAGE HOMES CORPORATION
Dated: May 19, 2010   By:  

/s/ LARRY W. SEAY

  Name:   Larry W. Seay
  Title:   Executive Vice President & Chief Financial Officer