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COPART, INC. (NASDAQ:CPRT) Files An 8-K Submission of Matters to a Vote of Security Holders

COPART, INC. (NASDAQ:CPRT) Files An 8-K Submission of Matters to a Vote of Security Holders
Item 5.07

Submission of Matters to a Vote of Security Holders.

We held our 2018 annual meeting of stockholders on December 17, 2018 (the “Annual Meeting”). Of the 234,009,928 shares of our common stock outstanding as of the record date of November 9, 2018, 215,019,298 shares were represented at the Annual Meeting, either in person or by proxy, constituting approximately 91.88% of the outstanding shares of common stock. The matters voted on at the Annual Meeting and the votes cast with respect to each such matter are set forth below.

1.

Election of Directors. The stockholders elected the following nominees to serve as directors, each to hold office until the Company’s 2019 annual meeting of stockholders or until their respective successors are duly elected and qualified:

Nominee

Votes For

Votes Against

VotesWithheld

BrokerNon-Votes

Willis J. Johnson

192,502,679

9,638,609

35,671

12,842,339

A. Jayson Adair

195,121,653

7,019,188

36,118

12,842,339

Matt Blunt

185,233,560

16,906,006

37,393

12,842,339

Steven D. Cohan

180,338,115

21,800,622

38,222

12,842,339

Daniel J. Englander

181,423,716

20,715,252

37,991

12,842,339

James E. Meeks

184,367,987

17,772,593

36,379

12,842,339

Thomas N. Tryforos

168,617,473

33,521,385

38,101

12,842,339

2.

Advisory Vote on Approval of Executive Compensation. On an advisory (non-binding) basis, the stockholders approved the compensation of our named executive officers for the year ended July 31, 2018 as disclosed in our proxy statement:

Votes For

Votes Against

Votes Withheld

BrokerNon-Votes

198,355,248

3,440,993

380,718

12,842,339

3.

Ratification of a Cash and Equity Director Compensation Plan for our Executive Chairman and Non-Employee Directors. The stockholders ratified a cash and equity director compensation plan for our Executive Chairman and non-employee directors:

Votes For

VotesAgainst

Abstentions

BrokerNon-Votes

163,115,554

12,761,502

26,299,903

12,842,339

4.

Ratification of Appointment of Independent Registered Public Accounting Firm. The stockholders ratified the appointment of Ernst& Young LLP as our independent registered public accounting firm for the fiscal year ending July 31, 2019, based on the following results of voting:

Votes For

VotesAgainst

Abstentions

BrokerNon-Votes

211,973,706

2,993,223

52,369

5.

Approval to Adjourn the Annual Meeting.The stockholders approved the authority of the Company to adjourn the annual meeting if the Company determines that adjournment is necessary or appropriate:

Votes For

VotesAgainst

Abstentions

BrokerNon-Votes

186,667,776

28,213,300

138,222

About COPART, INC. (NASDAQ:CPRT)

Copart, Inc. (Copart) is a provider of online auctions and vehicle remarketing services in the United States, Canada, the United Kingdom, the United Arab Emirates, Oman, Bahrain, Brazil, Ireland, Spain and India. The Company also provides vehicle remarketing services in Germany. The Company operates through two segments: United States and International. The Company provides vehicle sellers with a range of services to process and sell vehicles primarily over the Internet through its virtual bidding third generation Internet auction-style sales technology (VB3). The Company’s service offerings include Online Seller Access, Salvage Estimation Services, Estimating Services, End-Of-Life Vehicle Processing, Virtual Insured Exchange (VIX), Transportation Services, Vehicle Inspection Stations, On-Demand Reporting, Department of Motor Vehicle (DMV) Processing, Flexible Vehicle Processing Programs, Buy It Now, Member Network, Sales Process, Copart Dealer Services, CashForCars.com and U-Pull-It.

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