Edgar Filing: PRAXAIR INC

PRAXAIR, INC.

Registrant

Date: May 4, 2015

/s/ Guillermo Bichara

Guillermo Bichara

Vice President, General Counsel and Secretary

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) April 28, 2015

PRAXAIR, INC.

(Exact name of registrant as specified in its charter)

DELAWARE

(State or Other jurisdiction

of incorporation)

1-11037

06-124-9050

(Commission

File Number)

(IRS Employer

Identification No.)


39 OLD RIDGEBURY ROAD, DANBURY, CT		06810-5113
(Address of principal executive offices)		(Zip Code)

(203) 837-2000

(Registrant’s telephone number, including area code)

N/A

(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

The Annual Meeting of Shareholders of Praxair, Inc. was held on April 28, 2015 (the “Annual Meeting”), at which shareholders voted upon the items set forth below. The total number of shares that were present or represented by proxy at the Annual Meeting was 253,416,880, which was 87.81% of the shares outstanding and entitled to vote and which constituted a quorum. The final voting results of the items submitted to a vote of the shareholders are set forth below.

Proposal 1

The ten nominees for election as a director were elected to serve until the 2016 annual meeting of shareholders, and until his or her successor is elected and qualified. The vote results were as follows, with each nominee having received at least 88.35% of the votes cast for his or her election:


Director Nominees	Shares For		Shares Against		Shares Abstained		Broker Non- Votes
Stephen F. Angel		227,493,602		6,051,439		1,530,723		18,341,116
Oscar Bernardes		207,687,319		26,067,443		1,321,002		18,341,116
Nance K. Dicciani		227,984,486		6,233,381		857,897		18,341,116
Edward G. Galante		227,660,207		6,554,599		860,958		18,341,116
Ira D. Hall		231,854,508		2,353,768		867,488		18,341,116
Raymond W. LeBoeuf		227,533,549		6,644,050		898,165		18,341,116
Larry D. McVay		233,719,173		475,653		880,938		18,341,116
Denise L. Ramos		233,394,812		821,186		859,766		18,341,116
Wayne T. Smith		222,003,673		12,208,067		864,024		18,341,116
Robert L. Wood		230,955,649		2,808,772		1,311,343		18,341,116

Proposal 2

Shareholders approved, on an advisory and non-binding basis, the compensation of Praxair’s Named Executive Officers as disclosed in the 2015 Proxy Statement, by the votes set forth below.


Shares Voted For	Shares Voted Against	Shares Abstained	Broker Non-Votes
146,189,290	87,819,724	1,066,750	18,341,116
(62.19% of votes cast)	(37.36% of votes cast)

Proposal 3

Shareholders rejected a shareholder proposal regarding an independent Board Chairman by the votes set forth below.


Shares Voted For	Shares Voted Against	Shares Abstained	Broker Non-Votes
70,616,727	163,429,972	1,029,065	18,341,116
(30.04% of votes cast)	(69.52% of votes cast)

Proposal 4

Shareholders ratified the appointment of PricewaterhouseCoopers LLP as the independent auditor, by the votes set forth below.


Shares Voted For	Shares Voted Against	Shares Abstained	Broker Non-Votes
249,828,121	2,751,592	837,167	0
(98.58% of votes cast)	(1.09% of votes cast)

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.