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MOLYCORP, INC. FILES (8-K) Disclosing Submission of Matters to a Vote of Security Holders

June 26, 2014



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

On June 25, 2014, Molycorp, Inc. (the "Company") held its Annual Meeting of Stockholders (the "Annual Meeting"). The final voting results for the proposals submitted for a vote of stockholders at the Annual Meeting are set forth below. The proposals below are described in more detail in the Company's definitive proxy statement filed on May 13, 2014 for the Annual Meeting and the supplement to the definitive proxy statement filed on June 18, 2014.

Proposal 1. The stockholders elected Russell D. Ball, Charles R. Henry and Dr. Michael Schwarzkopf as directors of the Company to serve until the 2017 Annual Meeting of Stockholders and until their successors are elected and qualified or until their earlier resignation or removal. The voting results were as follows:

Name For Withhold Broker Non-Votes Russell D. Ball 66,257,567 59,711,416 65,699,726 Charles R. Henry 117,637,249 8,331,734 65,699,726 Dr. Michael Schwarzkopf 121,926,774 4,042,209 65,699,726



Proposal 2. The stockholders approved on a non-binding advisory basis, the compensation of the named executive officers of the Company. The voting results were as follows:

For Against Abstain Broker Non-Votes 116,037,350 8,170,653 1,760,980 65,699,726



Proposal 3. The stockholders approved the Molycorp, Inc. Amended and Restated 2010 Equity and Performance Incentive Plan. The voting results were as follows:

For Against Abstain Broker Non-Votes 113,860,623 10,633,559 1,474,501 65,699,726



Proposal 4. As this proposal did not achieve the support of the minimum number of votes required, being at least 66 2/3% of the Company's outstanding stock, the approval of amendments to the amended and restated certificate of incorporation, as amended, and by-laws to declassify the board of directors did not pass. The voting results were as follows:

For Against Abstain Broker Non-Votes 121,657,495 2,818,666 1,492,822 65,699,726



Proposal 5. As this proposal did not achieve the support of the minimum number of votes required, being at least 66 2/3% of the Company's outstanding stock, the approval of amendments to the amended and restated certificate of incorporation, as amended, and by-laws to adopt majority voting in uncontested director elections did not pass. The voting results were as follows:

For Against Abstain Broker Non-Votes 120,688,262 3,918,808 1,361,913 65,699,726



Proposal 6. The stockholders approved the amendment to the amended and restated certificate of incorporation, as amended, to increase the number of authorized shares of common stock, $0.001 par value per share, from 350 million to 700 million, which results in an increase in the total number of authorized shares of capital from 355 million to 705 million. The voting results were as follows:

For Against Abstain 159,484,062 30,105,761 2,078,886



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Source: Edgar Glimpses


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