BIOSCRIP, INC. (NASDAQ:BIOS) Files An 8-K Submission of Matters to a Vote of Security HoldersItem 5.07. Submission of Matters to a Vote of Security Holders.
On May 3, 2018, the Company held its annual meeting of stockholders at 1600 Broadway, Suite 700, Denver, Colorado 80202. As of the record date, there were a total of 127,691,457 shares of Common Stock outstanding, 21,645 shares of Series A Preferred Stock outstanding (representing 576,031 shares of Common Stock on an as-converted basis) and 614,177 shares of Series C Preferred Stock outstanding (representing 16,705,235 shares of Common Stock on an as-converted basis) entitled to vote at the annual meeting. At the annual meeting, 129,302,082 shares of Common Stock (inclusive of the Series A and Series C Preferred Stock on an as-converted basis) were represented in person or by proxy; therefore, a quorum was present.
| (a) | Set forth below are the matters acted upon by the Company’s stockholders at the annual meeting and the final voting results on each such matter. |
(1) The nominees for election to the Company’s Board of Directors were elected, each for a term expiring at the Company’s next annual meeting, based on the following votes:
| Nominee | Votes For | Withheld | Broker Non-Votes |
| Daniel E. Greenleaf | 92,229,411 | 602,099 | 36,470,572 |
| Michael G. Bronfein | 90,066,456 | 2,765,054 | 36,470,572 |
| David W. Golding | 92,174,075 | 657,435 | 36,470,572 |
| Michael Goldstein | 92,171,370 | 660,140 | 36,470,572 |
| Steven Neumann | 92,171,390 | 660,120 | 36,470,572 |
| R. Carter Pate | 90,934,752 | 1,896,758 | 36,470,572 |
(2) The proposal to ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018 was approved based on the following votes:
| FOR | AGAINST | ABSTAIN |
BROKER NON-VOTES |
| 127,425,752 | 1,770,134 | 106,196 | |
(3) The proposal to approve the BioScrip, Inc. 2018 Equity Incentive Plan was approved based on the following votes:
| FOR | AGAINST | ABSTAIN |
BROKER NON-VOTES |
| 79,000,303 | 13,721,636 | 109,571 | 36,470,572 |
(4) The proposal to approve an amendment to the BioScrip, Inc. Employee Stock was approved based on the following votes:
| FOR | AGAINST | ABSTAIN |
BROKER NON-VOTES |
| 92,052,822 | 704,412 | 74,276 | 36,470,572 |
(5) The proposalrelating to the advisory vote on executive compensation was approved based on the following votes:
| FOR | AGAINST | ABSTAIN |
BROKER NON-VOTES |
| 91,565,532 | 1,115,459 | 150,519 | 36,470,572 |
About BIOSCRIP, INC. (NASDAQ:BIOS)
BioScrip, Inc. is engaged in providing infusion solutions. The Company partners with physicians, hospital systems, skilled nursing facilities, healthcare payors and pharmaceutical manufacturers to provide patients access to post-acute care services. The Company operates through Infusion Services segment. The Company operates through approximately 70 service locations in over 30 states. The Company offers home infusion services to provide clinical management services and the delivery of prescription medications. The Company provides services in coordination with, and under the direction of, the patient’s physician. The Company’s multidisciplinary team of clinicians, including pharmacists, nurses, dietitians and respiratory therapists, work with the physician to develop a plan of care suited to the patient’s specific needs. Its platform provides service capabilities to deliver clinical management services that offer patients a community-based and home-based care environment.
