GTT COMMUNICATIONS,INC. (NYSE:GTT) Files An 8-K Submission of Matters to a Vote of Security HoldersItem 5.07 Submission of Matters to a Vote of Security Holders.
At our 2018 Annual Meeting of Stockholders held on May30, 2018, our stockholders voted on five proposals:
1. To elect nine nominees set forth in the 2018 Proxy Statement to the Board of Directors, to serve for a one-year term expiring at the 2019 Annual Meeting or until their successors are duly elected and qualified or their earlier resignation or removal;
2. To approve a non-binding advisory resolution approving the compensation of our named executive officers;
3. To approve, for purposes of Section312.03 of the New York Stock Exchange Listed Company Manual, the issuance of certain shares of our common stock issuable to The Spruce House Partnership LP and to Acacia Partners LP and certain investment funds affiliated with Acacia Partners, L.P.;
4. To approve our 2018 Stock Option and Incentive Plan; and
5. To ratify the appointment of CohnReznick LLP as our independent registered public accounting firm for the current fiscal year ending December31, 2018.
At the close of business on April2, 2018, the record date for the determination of stockholders entitled to vote at the Annual Meeting, there were 44,805,696 shares of our common stock issued and outstanding and entitled to vote at the Annual Meeting.
The final vote tabulation for the proposals presented at the Annual Meeting, as received from American Stock Transfer in its capacity as the independent inspector of elections, is as follows:
The holders of 43,163,520 shares of our common stock were represented in person or by proxy at the Annual Meeting, constituting a quorum.
1. Election of Directors. At the Annual Meeting, each of the persons identified below was elected as a director, with the final voting results as specified below.
NomineeforDirector |
VotesFor |
VotesWithheld |
Broker-NonVotes |
Richard D. Calder,Jr. |
35,314,513 |
72,535 |
7,776,472 |
H. Brian Thompson |
35,075,794 |
311,254 |
7,776,472 |
S. Joseph Bruno |
35,271,155 |
115,893 |
7,776,472 |
Rhodric C. Hackman |
34,777,171 |
609,877 |
7,776,472 |
Howard E. Janzen |
35,204,201 |
182,847 |
7,776,472 |
Nick Adamo |
35,289,875 |
97,173 |
7,776,472 |
Theodore B. Smith,III |
35,244,748 |
142,300 |
7,776,472 |
Elizabeth Satin |
35,358,352 |
28,696 |
7,776,472 |
Julius Erving |
35,022,064 |
364,984 |
7,776,472 |