At the Company’s annual stockholders’ meeting held on April 28, 2011, NYSE Euronext (NYX) shareholders:

  • Elected the full slate of 16 director nominees to the Company’s Board of Directors, with an average approval rate of 80% of votes cast,
  • Ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2011,
  • Did not approve a Company proposal to adopt a simple majority vote requirement to amend or repeal certain provisions in the Company’s charter,
  • Approved on an advisory, non-binding basis, the Company’s executive compensation,
  • Approved on an advisory, non-binding basis, a frequency of every one year for holding the non-binding, advisory vote on executive compensation,
  • Approved a stockholder proposal regarding the power of stockholders to call special meetings, and
  • Approved a stockholder proposal regarding stockholder action by written consent.

To be approved, the proposal to adopt a simple majority vote requirement to amend or repeal certain provisions in the Company’s charter required the affirmative vote of at least 80% of the shares of our outstanding stock entitled to be voted at the meeting. The proposal received the support of 94.66% of the shares of our outstanding stock actually voted but only 75.45% the shares of our outstanding stock entitled to be voted, and therefore the proposal was not approved.

Among the 16 elected directors is Dominique Cerutti, the Company’s president and deputy chief executive officer and head of Global Technology, who is a newly elected member of the Board. Mr. Cerutti has considerable experience in leading the business operations of a global technology company, where he served in several senior leadership roles. Prior to joining NYSE Euronext, Mr. Cerutti served as general manager of IBM Southwest Europe from 2005 until 2009. For more details click here: http://www.nyse.com/corpgovernance/1261133696939.html

The Company’s Inspector of Elections, MacKenzie Partners, Inc., informed the Company of the following shareholder vote results:

  • The shareholders elected the following persons to the Board of Directors:
Director     For     Against     Abstain Jan-Michiel Hessels (Chairman) 133,851,068 28,845,125 706,663 Marshall N. Carter (Deputy Chairman) 135,322,647 27,441,975 638,234 Duncan L. Niederauer (Chief Executive Officer) 134,981,604 27,783,480 637,772 Dominique Cerutti (President & Deputy Chief Executive Officer) 135,452,710 27,234,068 716,078 André Bergen 134,728,875 27,895,192 778,789 Ellyn L. Brown 134,821,425 27,872,308 709,123 Patricia M. Cloherty 134,730,990 27,934,712 737,154 Sir George Cox 134,668,398 28,016,805 717,653 Sylvain Hefes 134,832,508 27,856,717 713,631 Duncan M. McFarland 131,308,762 31,382,834 711,260 James J. McNulty 123,603,472 39,083,243 716,141 Ricardo Salgado 131,064,187 31,617,031 721,638 Robert G. Scott 134,913,723 27,766,088 723,045 Jackson P. Tai 135,090,669 27,573,253 738,934 Rijnhard van Tets 134,593,133 28,088,299 721,424 Sir Brian Williamson 130,923,333 31,766,376 713,147
  • The following table lists the vote results for the remaining proposals, other than the proposal to determine the frequency of the advisory vote on executive compensation:
Proposal     For     Against     Abstain Ratification of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2011 202,018,332 4,963,590 1,217,298 Company proposal to adopt a simple majority vote requirement to amend or repeal certain provisions in the Company’s charter. 197,088,940 10,309,853 800,427 Non-binding advisory vote on a Company proposal to approve executive compensation 135,777,181 26,248,587 1,377,088 Stockholder proposal regarding the power of stockholders to call special meetings 119,834,600 42,955,869 612,387 Stockholder proposal regarding stockholder action by written consent 129,280,999 33,137,009 984,848
  • The following table lists the vote results of the non-binding, advisory vote on a Company proposal to determine the frequency of the advisory vote on executive compensation:
Every 1 year     Every 2 years     Every 3 years     Abstain 126,809,533 2,015,090 22,411,816 2,688,242

About NYSE Euronext

NYSE Euronext (NYX) is a leading global operator of financial markets and provider of innovative trading technologies. The company's exchanges in Europe and the United States trade equities, futures, options, fixed-income and exchange-traded products. With approximately 8,000 listed issues (excluding European Structured Products), NYSE Euronext's equities markets – the New York Stock Exchange, NYSE Euronext, NYSE Amex, NYSE Alternext and NYSE Arca – represent one-third of the world's equities trading, the most liquidity of any global exchange group. NYSE Euronext also operates NYSE Liffe, one of the leading European derivatives businesses and the world's second-largest derivatives business by value of trading. The company offers comprehensive commercial technology, connectivity and market data products and services through NYSE Technologies. NYSE Euronext is in the S&P 500 index, and is the only exchange operator in the Fortune 500. For more information, please visit: http://www.nyx.com.

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