Form 8-K Civitas Solutions, Inc. For: Mar 09
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 | ||
FORM 8-K CURRENT REPORT | ||
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 | ||
Date of Report (Date of earliest event reported): March 9, 2018 | ||
CIVITAS SOLUTIONS, INC. (Exact name of registrant as specified in its charter) | ||
Delaware (State or other jurisdiction of incorporation) | 001-36623 (Commission File Number) | 65-1309110 (IRS Employer Identification No.) |
313 Congress Street, 6th Floor Boston, Massachusetts 02210 (Address of principal executive offices, including Zip Code) | ||
(617) 790-4800 (Registrant's telephone number, including area code) | ||
(Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | ||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). [ ] Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ] | ||
Item 5.07. Submission of Matters to a Vote of Security Holders.
On March 9, 2018, Civitas Solutions, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “2018 Annual Meeting”). At the 2018 Annual Meeting, the Company’s stockholders elected each of the Company’s three nominees to serve on the Company’s Board of Directors until the Company's 2021 annual meeting of stockholders, approved the compensation of the Company's named executive officers on an advisory basis and ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm.
The results of the voting were as follows:
Votes For | Votes Withheld | Broker Non-Votes | ||||
Election of Directors | ||||||
Chris A. Durbin | 33,315,485 | 2,450,666 | 1,256,151 | |||
Patrick M. Gray | 35,682,400 | 83,751 | 1,256,151 | |||
Bruce F. Nardella | 35,623,120 | 143,031 | 1,256,151 | |||
Accordingly, the three nominees received the highest number of votes cast and therefore each of the three nominees was elected to serve as a director.
Votes For | Votes Against | Abstentions | Broker Non-Votes | |||||
Advisory Vote on Named Executive Officer Compensation | 35,665,458 | 99,853 | 840 | 1,256,151 | ||||
Accordingly, a majority of votes cast in the advisory vote on named executive officer compensation were “for” the approval of executive compensation as disclosed in the Company’s proxy statement.
Votes For | Votes Against | Abstentions | ||||
Ratification of Independent Registered Public Accounting Firm | 36,924,668 | 62,299 | 35,335 | |||
Accordingly, a majority of votes cast on the ratification of auditors were in favor of the proposal and the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm was ratified.
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.
CIVITAS SOLUTIONS, INC. | |||
/s/ Bruce F. Nardella | |||
Date: March 15, 2018 | Name: | Bruce F. Nardella | |
Title: | Chairman, Chief Executive Officer and President | ||