jwn-05082015x8k

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) May 4, 2015
NORDSTROM, INC.
(Exact name of registrant as specified in its charter)
Washington
 
001-15059
 
91-0515058
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
1617 Sixth Avenue, Seattle, Washington
 
98101
(Address of principal executive offices)
 
(Zip Code)
Registrant's telephone number, including area code (206) 628-2111
Inapplicable
(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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On May 4, 2015, the Board of Directors of Nordstrom, Inc. (the “Company”) appointed Blake W. Nordstrom, Erik B. Nordstrom and Peter E. Nordstrom to the roles of Co-President of the Company. Previously, Blake Nordstrom served as President, Erik Nordstrom served as Executive Vice President and President - Nordstrom.com, and Peter Nordstrom served as Executive Vice President and President - Merchandising. Each of Blake, Erik and Peter Nordstrom was previously a Named Executive Officer of the Company, and the foregoing appointment did not result in any change in salary, benefits or other compensatory arrangement with respect to these officers. Accordingly, the information required by this Item 5.02(c) with respect to Regulation S-K Item 401(b), (d) and (e), and Regulation S-K Item 404(4) is hereby incorporated by reference to the Company’s Current Report on Form 8-K dated February 19, 2015, as subsequently amended, and the Company’s Proxy Statement dated March 26, 2015.
ITEM 5.07 Submission of Matters to a Vote of Security Holders.
At the Annual Meeting of Shareholders of the Company held on May 5, 2015, the shareholders voted on the election of each of the Company’s thirteen nominees for directors for the term of one year, the ratification of the appointment of Deloitte & Touche LLP as Independent Auditors of the Company, and cast an advisory vote regarding the compensation of the Company’s Named Executive Officers.
The results of the voting were as follows:
Election of Directors
 
For
 
Against
 
Abstentions
 
Broker Non-Votes
Shellye L. Archambeau
 
149,569,622

 
213,531

 
146,379

 
19,901,671

Phyllis J. Campbell
 
149,151,384

 
633,763

 
144,385

 
19,901,671

Michelle M. Ebanks
 
149,548,989

 
200,753

 
179,790

 
19,901,671

Enrique Hernandez, Jr.
 
148,289,755

 
1,506,335

 
133,442

 
19,901,671

Robert G. Miller
 
149,348,975

 
397,288

 
183,269

 
19,901,671

Blake W. Nordstrom
 
149,152,360

 
671,730

 
105,442

 
19,901,671

Erik B. Nordstrom
 
149,122,693

 
699,950

 
106,889

 
19,901,671

Peter E. Nordstrom
 
149,119,949

 
703,346

 
106,237

 
19,901,671

Philip G. Satre
 
149,480,301

 
265,849

 
183,382

 
19,901,671

Brad D. Smith
 
149,490,737

 
249,042

 
189,753

 
19,901,671

B. Kevin Turner
 
149,478,123

 
230,021

 
221,388

 
19,901,671

Robert D. Walter
 
149,494,704

 
238,226

 
196,602

 
19,901,671

Alison A. Winter
 
148,505,417

 
1,290,353

 
133,762

 
19,901,671

Ratification of the Appointment of Independent Auditors
 
168,536,838

 
1,146,903

 
147,462

 
n/a

Advisory Vote Regarding Executive Compensation
 
146,712,573

 
2,787,590

 
429,369

 
19,901,671

ITEM 8.01 Other Events
On May 5, 2015, Nordstrom, Inc. issued a press release announcing the appointment of Blake W. Nordstrom, Erik B. Nordstrom and Peter E. Nordstrom to the roles of Co-President of the Company. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
On May 5, 2015, Nordstrom, Inc. issued a press release announcing that its Board of Directors has approved a quarterly dividend. A copy of the press release is attached hereto as Exhibit 99.2 and is incorporated herein by reference.
ITEM 9.01 Financial Statements and Exhibits
99.1
 
Press release of Nordstrom, Inc., dated May 5, 2015.
99.2
 
Press release of Nordstrom, Inc., dated May 5, 2015.



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.
 
NORDSTROM, INC.
(Registrant)
 
 
/s/ Robert B. Sari
Robert B. Sari
Executive Vice President,
General Counsel and Corporate Secretary
 


Date: May 8, 2015



EXHIBIT INDEX
 
 
 
EXHIBIT
 
 
NUMBER
 
DESCRIPTION
 
 
 
99.1
 
Press release of Nordstrom, Inc., dated May 5, 2015.
99.2
 
Press release of Nordstrom, Inc., dated May 5, 2015.