SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
Amendment No. 1
[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1997.
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Commission File No. 1-7436
REPUBLIC NEW YORK CORPORATION
(Exact name of registrant specified in its charter)
Maryland 13-2764867
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
452 Fifth Avenue, New York, New York 10018
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212) 525-6100
Not Applicable
Former name, former address and former fiscal year, if changed since last report
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.
Yes X No __
- -----------------------------------------------------------------------------
The number of shares outstanding of the registrant's common stock was
54,815,460 at July 31, 1997.
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PART II - OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders.
(a) The Corporation's Annual Meeting of Stockholders was held on May
28, 1997.
(c) The following matters were voted upon at such meeting:
(i) Election of the following twenty-three persons as directors of the
Corporation, with shares voted for and withheld indicated:
Nominee Shares For Shares Withheld
------- ---------- ---------------
Kurt Andersen 47,720,927 540,116
Robert A. Cohen 47,719,416 541,627
Cyril S. Dwek 47,740,675 520,368
Ernest Ginsberg 47,739,775 521,268
Nathan Hasson 47,740,775 520,268
Peter Kimmelman 47,767,303 493,740
Richard A. Kraemer 47,767,623 493,420
Leonard Lieberman 47,734,760 526,283
William C. MacMillen, Jr. 47,762,157 498,886
Peter J. Mansbach 47,766,848 494,195
Martin F. Mertz 47,765,234 495,809
James L. Morice 47,766,753 494,290
E. Daniel Morris 47,740,563 520,480
Janet L. Norwood 47,762,900 498,143
John A. Pancetti 47,740,325 520,718
Vito S. Portera 47,722,575 538,468
Thomas F. Robards 47,739,991 521,052
William P. Rogers 47,737,080 523,963
Elias Saal 47,740,675 520,368
Dov C. Schlein 47,740,175 520,868
Walter H. Weiner 47,878,227 391,836
George T. Wendler 47,880,927 389,136
Peter White 44,862,537 3,407,526
(ii) Approval of the amendment to the 1995 Long-Term Incentive Stock
Plan. The number of votes cast for or against, as well as the number of
abstentions as to such matter, were as follows:
For Against Abstain
--- ------- -------
44,826,789 3,338,816 104,452
(iii) Approval of the amendment to the Restricted Stock Election Plan.
The number of votes cast for or against, as well as the number of abstentions
as to such matter, were as follows:
For Against Abstain
--- ------- -------
47,334,838 820,363 114,855
(iv) Approval of the selection of KPMG Peat Marwick LLP, as the
Corporation's auditors for 1997. The number of votes cast for or against,
as well as the number of abstentions as to such matter, were as follows:
For Against Abstain
--- ------- -------
48,200,374 18,750 50,935
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SIGNATURES
Pursuant to the requirements of the Securities Exchanges Act of
1934, the Registrant has duly caused this amendment to be signed on its
behalf by the undersigned thereunto duly authorized.
Dated: August 27, 1997 By /s/Walter H. Weiner
----------------------------
Walter H. Weiner
Chairman of the Board
Dated: August 27, 1997 By /s/Kenneth F. Cooper
-----------------------------
Kenneth F. Cooper
Executive Vice President and
Chief Financial Officer
