form8k060308.htm

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 3, 2008
 
TAUBMAN CENTERS, INC.
(Exact Name of Registrant as Specified in its Charter)
 
Michigan
(State or Other Jurisdiction of Incorporation)
 
1-11530
38-2033632
(Commission File Number)
(I.R.S. Employer Identification No.)
 
200 East Long Lake Road, Suite 300,
Bloomfield Hills, Michigan
 
48304-2324
(Address of Principal Executive Office)
(Zip Code)
 
Registrant’s Telephone Number, Including Area Code: (248) 258-6800
 
None
(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 (See General Instruction A.2. below):
 
                      o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR230.425)
 
                      o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR240.14a-12)
 
                      o    Pre-commencement communications pursuant to Rule 14d-2(b) under theExchange Act (17 CFR 240.14d-2(b))
 
                      o    Pre-commencement communications pursuant to Rule 13e-4(c) under theExchange Act (17 CFR 240.13e-4(c))


 
 
 

Item 8.01                      Other Events

At the annual meeting of shareholders of Taubman Centers, Inc. (the “Company”) on May 29, 2008, shareholders elected the four director nominees, ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2008, and approved the 2008 Omnibus Long-Term Incentive Plan.  Shareholders did not approve the shareholder proposal requesting that the Company’s Board of Directors take the necessary steps to declassify the Board.  The results of the voting are shown below*:

Proposal 1 — Election of Directors
 
Nominees
Term
Votes For
Votes Withheld
Ronald W. Tysoe
2 Years
72,715,445
1,615,851
Robert S. Taubman
3 Years
72,283,395
2,047,901
Lisa A. Payne
3 Years
69,919,592
4,411,703
William U. Parfet
3 Years
72,208,943
2,122,353
 
Proposal 2 — Ratification of Appointment of Independent Registered Public Accounting Firm
 
Votes For
Votes Against
Abstain
74,237,244
73,330
20,719
 
Proposal 3 — Approval of the 2008 Omnibus Long-Term Incentive Plan
 
Votes For
Votes Against
Abstain
Broker Non-Votes
69,160,701
3,031,053
266,871
1,872,670
 
Proposal 4 — Shareholder Proposal
 
Votes For
Votes Against
Abstain
Broker Non-Votes
39,111,766
33,072,553
274,306
1,872,670

 
*For Proposal 1, the four nominees receiving the most votes cast were elected as directors.  Proposals 2, 3, and 4 required the affirmative vote of 66⅔% of the outstanding voting shares for approval; the total outstanding voting shares as of the record date, April 7, 2008, were 79,332,767 shares.
 
 
 
 
 

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.


Date: June 3, 2008
TAUBMAN CENTERS, INC.
   
 
By: /s/ Lisa A. Payne                                                                           
 
Lisa A. Payne
 
Vice Chairman and Chief Financial Officer