form8k.htm
 
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, 2011

Reading International, Inc.
(Exact Name of Registrant as Specified in its Charter)

Nevada
1-8625
95-3885184
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
     
500 Citadel Drive, Suite 300, Commerce, California
90040
(Address of Principal Executive Offices)
(Zip Code)

Registrant's telephone number, including area code:  (213) 235-2240

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 Company held its annual meeting of stockholders on May 19, 2011.  The stockholders considered four proposals, each of which is described in detail in its proxy statement, which was filed with the Securities and Exchange Commission on April 29, 2011.  The proposals voted upon and the results of those votes were the following:

Proposal 1:  To elect eight directors to our Board of Directors to serve until our 2012 Annual Meeting of Stockholders
 
NAME
  
FOR
  
AGAINST
  
ABSTAIN
  
James J. Cotter, Sr.
  
1,083,148
  
140
  
36,257
  
Eric Barr
  
1,119,396
  
140
  
9
  
James J. Cotter, Jr.
  
1,083,148
  
140
  
36,257
  
Margaret Cotter
  
1,082,666
  
622
  
36,257
  
William D. Gould
  
1,082,560
  
140
  
36,845
  
Edward L. Kane
  
1,119,415
  
121
  
9
  
Gerard P. Laheney
  
1,119,415
  
121
  
9
  
Alfred Villaseñor
  
1,118,933
  
603
  
9
  
 
 
Proposal 2:  To approve an amendment to the Reading International, Inc. 2010 Stock Incentive Plan to increase the number of shares available for issuance under the Plan by 200,000 shares of our Class B voting common stock
 
FOR
AGAINST
ABSTAIN
1,037,357
81,979
209

 
Proposal 3:  To approve on an advisory vote on executive compensation
FOR
AGAINST
ABSTAIN
1,073,601
3,633
42,311

 
Proposal 4:  To approve on an advisory vote on the frequency of future advisory votes on executive compensation
 
3 YEARS
2 YEARS
1 YEAR
ABSTAIN
1,037,658
98
39,558
42,231
 
 
Item 9.01.  Financial Statements and Exhibits.

Exhibit No.
Description
10.1
Reading International, Inc. amendment to the 2010 Stock Incentive Plan (incorporated by reference to Appendix A of the proxy statement of Reading International, Inc. filed on April 29, 2011)

 
 
 
 
 

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.

 
READING INTERNATIONAL, INC.
     
Date: May 24, 2011
By:
/s/ Andrzej Matyczynski
 
Name:
Andrzej Matyczynski
 
Title:
Chief Financial Officer