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TOOTSIE ROLL INDUSTRIES INC FILES (8-K) Disclosing Submission of Matters to a Vote of Security Holders

May 6, 2014



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

At the Annual Meeting of Shareholders of Tootsie Roll Industries, Inc. (the "Company") held on May 5, 2014, the proposals listed below were submitted to a vote of the shareholders. The proposals are described in the Company's definitive proxy statement for the annual Meeting previously filed with the Securities and Exchange Commission. Each of the proposals was approved by the shareholders pursuant to the voting results set forth below.

Proposal 1 - Election of Directors

The five nominees for the Board of Directors were elected to hold office until the next annual meeting of stockholders and until their successors are elected and duly qualified. The tabulation of votes was:

Nominee Votes For Votes Withheld Broker Non-Vote Melvin J. Gordon 243,339,443 5,682,817 4,549,135 Ellen R. Gordon 242,879,696 6,142,564 4,549,135 Lana Jane Lewis-Brent 241,638,945 7,383,315 4,549,135 Barre A. Seibert 242,051,072 6,971,188 4,549,135 Richard P. Bergeman 242,087,703 6,934,557 4,549,135



Proposal 2 - Ratification of Independent Registered Public Accounting Firm

The appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for fiscal year ending December 31, 2014 was ratified by a vote of 249,720,037 for the motion and 3,780,603 against the motion.

Proposal 3 - Approval of Executive Compensation

A non-binding, advisory resolution approving executive compensation of the named officers of the Company was approved by a vote of 235,859,298 for the motion and 10,215,478 against the motion.

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.

TOOTSIE ROLL INDUSTRIES, INC.May 5, 2014 By: /s/ G. Howard Ember Name: G. Howard Ember Title: V.P. Finance and Chief Financial Officer


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Source: Edgar Glimpses


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