8-K

WILLIAMS-SONOMA, INC.

Date: June 10, 2019

/s/ Julie P. Whalen

Julie P. Whalen

Chief Financial Officer

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 5, 2019

Williams-Sonoma, Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-14077

94-2203880

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

3250 Van Ness Avenue, San Francisco, California 94109

(Address of principal executive offices)

Registrant’s telephone number, including area code (415) 421-7900

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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class:

Trading

Symbol(s):

Name of each exchange

on which registered:

Common Stock, par value $.01 per share

WSM

New York Stock Exchange, Inc.

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.07. Submission of Matters to a Vote of Security Holders

On June 5, 2019, Williams-Sonoma, Inc. (the “Company”) held its 2019 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the following proposals were voted on by the Company’s stockholders:

Proposal 1: Election of Board of Directors:


Name of Director	For	Against	Abstain	Broker Non-Vote
Laura Alber	65,291,548	99,451	81,894	7,478,077
Adrian Bellamy	61,280,474	4,100,478	91,941	7,478,077
Scott Dahnke	65,293,189	95,560	84,144	7,478,077
Robert Lord	65,291,487	97,893	83,513	7,478,077
Anne Mulcahy	65,032,893	359,300	80,700	7,478,077
Grace Puma	65,288,603	105,926	78,364	7,478,077
Christiana Smith Shi	65,237,183	154,474	81,236	7,478,077
Sabrina Simmons	65,292,628	101,998	78,267	7,478,077
Frits van Paasschen	63,831,045	1,558,443	83,405	7,478,077

All director nominees were duly elected.

Proposal 2: Advisory vote to approve executive compensation:


For	Against		Abstain		Broker Non-Vote
25,938,803		39,326,647		207,443		7,478,077

Proposal 2 was not approved, on a non-binding advisory basis.

Proposal 3: Ratification of the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending February 2, 2020:


For	Against		Abstain
71,948,829		928,161		73,980

Proposal 3 was approved.

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.