SECURITIES AND EXCHANGE COMMISSION

Form 6-K

Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
The Securities Exchange Act of 1934

For the month of May, 2013	 	Commission File Number: 1-15142	

NORTH AMERICAN PALLADIUM LTD.
(Name of Registrant)

200 Bay Street
Royal Bank Plaza, South Tower
Suite 2350
Toronto, Ontario
Canada M5J 2J2
(Address of Principal Executive Offices)

Indicate by checkmark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F   ¨             Form 40-F   x
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):   ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):   ¨
Indicate by checkmark whether the registrant, by furnishing the information contained in this Form is also thereby furnishing the information to the SEC pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:
Yes   ¨     Assigned File No.              No   x
If “Yes” is marked, indicate the file number assigned to the Registrant in connection with Rule 12g3-2(b).

 

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, thereunto duly authorized.

	 		 		 	NORTH AMERICAN PALLADIUM LTD.	
					
Date:	 	May 10, 2013	 		 	By:	 	/s/ Tess Lofsky	
					
	 		 		 		 	Tess Lofsky	
	 		 		 		 	Vice President, General Counsel & Corporate Secretary	

EXHIBIT INDEX

Exhibit	  	Description of Exhibit	
		
1	  	News Release – “North American Palladium Reports Voting Results from 2013 Annual & Special Meeting of Shareholders”	

			
	 	NEWS RELEASE	
Exhibit 1
North American Palladium Reports Voting Results from
2013 Annual & Special Meeting of Shareholders
Toronto, Ontario, May 10, 2013 – North American Palladium Ltd. (“NAP” or the “Company”) (TSX: PDL) (NYSE MKT: PAL) released today the final voting results of its 2013 Annual and Special Meeting of Shareholders (“AGM”) held on May 9, 2013 in Toronto, Ontario. The following matters were voted on:
1. Election of Directors
The following six nominees were appointed as Directors of the Corporation to serve until the next annual meeting of shareholders of the Corporation, or until their successors are elected or appointed. The results were as follows:

Name of Nominee	  	Votes For	 	  	Percent	 	 	Votes Withheld	 	  	Percent	 	
Steven R. Berlin	  	 	32,837,292	  	  	 	55.95	% 	 	 	25,854,054	  	  	 	44.05	% 	
C. David A. Comba	  	 	32,862,867	  	  	 	55.99	% 	 	 	25,828,479	  	  	 	44.01	% 	
André J. Douchane	  	 	32,782,990	  	  	 	55.86	% 	 	 	25,908,354	  	  	 	44.14	% 	
Robert J. Quinn	  	 	32,855,700	  	  	 	55.98	% 	 	 	25,835,645	  	  	 	44.02	% 	
Greg J. Van Staveren	  	 	32,837,600	  	  	 	55.95	% 	 	 	25,853,746	  	  	 	44.05	% 	
William J. Weymark	  	 	32,875,316	  	  	 	56.01	% 	 	 	25,816,029	  	  	 	43.99	% 	
2. Appointment of Auditors
KPMG LLP, Chartered Accountants, were reappointed as auditors of the Corporation to hold office until the next annual meeting, and the Directors were authorized to fix their remuneration. The results were as follows:

Votes For	 	  	Percent	 	 	Votes Withheld	 	  	Percent	 	
 	112,369,269	  	  	 	97.12	% 	 	 	3,332,069	  	  	 	2.88	% 	
3. Approval of Amended and Restated RRSP Plan
Shareholders approved the resolution confirming and ratifying the Company’s Amended and Restated RRSP Plan, the text of which resolution is set forth in Schedule A of the Management Information Circular dated April 1, 2013. The results were as follows:

Votes For	 	  	Percent	 	 	Votes Withheld	 	  	Percent	 	
 	55,360,896	  	  	 	94.33	% 	 	 	3,330,450	  	  	 	5.67	% 	
4. Approval of Amended and Restated Stock Option Plan
Shareholders approved the resolution confirming and ratifying the Company’s Amended and Restated Stock Option Plan, the text of which resolution is set forth in Schedule B of the Information Circular. The results were as follows:

Votes For	 	  	Percent	 	 	Votes Withheld	 	  	Percent	 	
 	54,922,849	  	  	 	93.58	% 	 	 	3,768,496	  	  	 	6.42	% 	
 
www.nap.com

5. Approval of Amended and Restated By-law No.1
Shareholders approved the resolution confirming and ratifying the Company’s Amended and Restated By-law No. 1, the text of which resolution is set forth in Schedule C of the Information Circular. The results were as follows:

Votes For	 	  	Percent	 	 	Votes Withheld	 	  	Percent	 	
 	55,617,960	  	  	 	94.76	% 	 	 	3,073,386	  	  	 	5.24	% 	
6. Approval of Advance Notice By-law
Shareholders approved the resolution confirming and ratifying the Company’s Advance Notice By-law, the text of which resolution is set forth in Schedule D of the Information Circular. The results were as follows:

Votes For	 	  	Percent	 	 	Votes Withheld	 	  	Percent	 	
 	55,940,526	  	  	 	95.31	% 	 	 	2,750,820	  	  	 	4.69	% 	
The formal Report on Voting Results with respect to all matters voted upon at the AGM will be filed with the Canadian securities regulatory authorities shortly.
About North American Palladium
NAP is an established precious metals producer that has been operating its flagship Lac des Iles mine (LDI) located in Ontario, Canada since 1993. LDI is one of only two primary producers of palladium in the world, and is currently undergoing a major expansion to increase production and reduce cash costs per ounce. NAP operates with the vision of becoming a low cost mid-tier precious metals producer. The Company’s shares trade on the NYSE MKT under the symbol PAL and on the TSX under the symbol PDL.
For further information please contact:
Camilla Bartosiewicz
Director, Investor Relations and Corporate Communications
Telephone: 416-360-7374
Email: camilla@nap.com
www.nap.com
 
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