ARRIS INTERNATIONAL PLC (NASDAQ:ARRS) Files An 8-K Submission of Matters to a Vote of Security Holders
Item5.07.
|
Submission of Matters to a Vote of Security Holders. |
The following resolutions were voted on at the ARRIS Annual
General Meeting of Shareholders held on May10, 2017:
| 1. |
Election of directors to serve until the 2018 Annual General Meeting of Shareholders (each by separate resolution). Each of the nominees listed below was elected. |
|
Nominee |
Votes For | VotesAgainst | Abstained | BrokerNon-Votes | ||||||||||||
|
a. Andrew Barron |
154,433,241 | 922,960 | 112,442 | 14,717,954 | ||||||||||||
|
b. Alex B. Best |
153,889,902 | 1,468,064 | 110,677 | 14,717,954 | ||||||||||||
|
c. J. Timothy Bryan |
154,896,133 | 460,166 | 112,344 | 14,717,954 | ||||||||||||
|
d. James A. Chiddix |
154,869,758 | 486,233 | 112,652 | 14,717,954 | ||||||||||||
|
e. Andrew T. Heller |
154,885,830 | 468,969 | 113,844 | 14,717,954 | ||||||||||||
|
f. Dr.JeongH. Kim |
154,858,592 | 499,077 | 110,974 | 14,717,954 | ||||||||||||
|
g. Bruce McClelland |
154,887,459 | 479,011 | 102,173 | 14,717,954 | ||||||||||||
|
h. Robert J. Stanzione |
154,075,716 | 1,290,705 | 102,222 | 14,717,954 | ||||||||||||
|
i. Doreen A. Toben |
154,858,843 | 489,682 | 120,118 | 14,717,954 | ||||||||||||
|
j. Debora J. Wilson |
154,840,275 | 518,857 | 109,511 | 14,717,954 | ||||||||||||
|
k. David A. Woodle |
154,679,951 | 677,446 | 111,246 | 14,717,954 |
| 2. |
To cast a non-binding advisory vote to approve the reports of the auditors and the directors and the U.K. statutory accounts for the year ended December31, 2016 (in accordance with legal requirements applicable to U.K. companies). The resolution was approved. |
| Votes For | VotesAgainst | Abstained | BrokerNon-Votes | |||
| 155,248,947 | 58,109 | 161,587 | 14,717,954 |
| 3. |
To ratify the Audit Committees re-appointment of Ernst Young LLP as our independent registered public accounting firm for the year ending December31, 2017. The resolution was approved. |
| Votes For | VotesAgainst | Abstained | BrokerNon-Votes | |||
| 168,755,265 | 1,291,561 | 139,771 | N.A. |
| 4. |
To re-appoint Ernst Young LLP as our U.K. statutory auditors under the U.K. Companies Act 2006 (to hold office from the conclusion of the meeting until the conclusion of the next Annual General Meeting of Shareholders at which accounts are laid before the Company). The resolution was approved. |
| Votes For | VotesAgainst | Abstained | BrokerNon-Votes | |||
| 168,738,022 | 1,286,215 | 162,360 | N.A. |
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| 5. |
To authorize the Audit Committee to determine our U.K. statutory auditors remuneration. The resolution was approved. |
| Votes For | VotesAgainst | Abstained | BrokerNon-Votes | |||
| 169,523,111 | 323,511 | 339,975 | N.A. |
| 6. |
To cast a non-binding advisory vote to approve executive compensation (Say on Pay) as disclosed in this proxy statement. The resolution was approved. |
| Votes For | VotesAgainst | Abstained | BrokerNon-Votes | |||
| 147,624,384 | 7,731,815 | 112,444 | 14,717,954 |
| 7. |
To cast a non-binding advisory vote on the frequency of future advisory votes to approve executive compensation. |
| One Year | TwoYears | Three Years | Abstained | BrokerNon-Votes | ||||
| 141,132,757 | 101,012 | 14,105,036 | 129,838 | 14,717,954 |
| 8. |
To cast a binding vote to approve the Directors Remuneration Policy. The resolution was approved. |
| Votes For | VotesAgainst | Abstained | BrokerNon-Votes | |||
| 163,370,410 | 6,375,060 | 441,127 | N.A. |
| 9. |
To cast a non-binding advisory vote to approve the Directors Remuneration Report (other than the part containing the Directors Remuneration Policy) for the year ended December31, 2016. The resolution was approved. |
| Votes For | VotesAgainst | Abstained | BrokerNon-Votes | |||
| 147,683,471 | 7,597,636 | 187,536 | 14,717,954 |
| 10. |
To approve an amendment to the ARRIS International plc Amended and Restated Employee Stock Purchase Plan (the ESPP) to increase the number of ordinary shares reserved for purchase under the ESPP from 6,800,000 shares to 10,800,000 shares, an increase of 4,000,000 shares. The resolution was approved. |
| Votes For | VotesAgainst | Abstained | BrokerNon-Votes | |||
| 154,309,818 | 1,047,598 | 111,227 | 14,717,954 |
3
About ARRIS INTERNATIONAL PLC (NASDAQ:ARRS)
ARRIS International plc focuses on entertainment and communications technology. The Company operates in two segments: Customer Premises Equipment (CPE), and Network & Cloud (N&C). The CPE segment’s products include Set-Top, Gateway, digital subscriber line (DSL) and Cable Modem, and Embedded Multimedia Terminal Adapter (E-MTA) and Voice/Data Modem. The N&C segment includes various products, such as Infrastructure Products, Global Services and Cloud Solutions. It enables service providers, including cable, telephone, and digital broadcast satellite operators, and media programmers to deliver media, voice and Internet Protocol (IP) data services to their subscribers. It is engaged in offering set-tops, digital video and Internet Protocol Television (IPTV) distribution systems, broadband access infrastructure platforms, and associated data and voice CPE, which it also sells directly to consumers through retail channels. ARRIS INTERNATIONAL PLC (NASDAQ:ARRS) Recent Trading Information
ARRIS INTERNATIONAL PLC (NASDAQ:ARRS) closed its last trading session down -0.06 at 28.02 with 1,311,762 shares trading hands.