Pier 1 2009 Annual Report Download - page 103
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What are the voting requirements to elect the directors and to approve each of the proposals discussed
in this proxy statement?
DISCRETIONARY
VOTING
PROPOSAL VOTE REQUIRED ALLOWED?
Election of Directors Majority of the shares entitled to vote Yes
present in person or represented by proxy at
the annual meeting
Amendment of Certificate of Majority of the outstanding shares entitled Yes
Incorporation of Pier 1 Imports, Inc. to vote on the proposal
(Reverse Stock Split of Common
Stock)
Amendment of Certificate of Majority of the outstanding shares entitled Yes
Incorporation of Pier 1 Imports, Inc. to vote on the proposal
(Reduce Par Value of Common
Stock)
Amendment of Certificate of Majority of the outstanding shares entitled No
Incorporation of Pier 1 Imports, Inc. to vote on the proposal
(Increase the Authorized Number of
Shares of Preferred Stock, Shorten
Board of Directors’ Authority
Description, and Eliminate Formula
Rate Preferred Stock Provisions)
Ratification of Ernst & Young LLP Majority of the shares entitled to vote Yes
present in person or represented by proxy at
the annual meeting
Shareholder Proposal If the proposal is properly presented at the No
meeting, a majority of the shares entitled to
vote present in person or represented by
proxy at the annual meeting
If you are a beneficial owner, your broker, bank or other holder of record is permitted to vote
your shares on the election of directors, the approval of the amendment of the Certificate of
Incorporation of Pier 1 Imports, Inc. (reverse stock split of common stock), the approval of the
amendment of the Certificate of Incorporation of Pier 1 Imports, Inc. (reduce par value of common
stock), and the ratification of Ernst & Young LLP as our independent registered public accounting
firm, even if the holder of record does not receive voting instructions from you. If you are a beneficial
owner, your broker, bank or other holder of record is not permitted to vote on the approval of the
amendment of the Certificate of Incorporation of Pier 1 Imports, Inc. (increase the authorized number
of shares of preferred stock, shorten board of directors’ authority description, and eliminate Formula
Rate Preferred Stock provisions), or the shareholder proposal, absent instructions from you. Without
your voting instructions, a broker non-vote will occur on these items.
Could other matters be decided at the annual meeting?
At the date this proxy statement went to press, we did not know of any matters to be raised at the
annual meeting other than those referred to in this proxy statement.
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