HEALTHCARE SERVICES GROUP, INC. (NASDAQ:HCSG) Files An 8-K Submission of Matters to a Vote of Security HoldersItem 5.07
Submission of Matters to a Vote of Security Holders
HEALTHCARE SERVICES GROUP, INC. (NASDAQ:HCSG) 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 Tuesday, May 29, 2018, Healthcare Services Group, Inc. (the "Company") held its annual meeting of shareholders for the purposes of voting on the matters disclosed in its definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 26, 2018. As of the Record Date of April 2, 2018, there were approximately 73,739,000 shares of common stock outstanding and entitled to notice of and to vote at the annual meeting. The final voting for the matters submitted to a vote of shareholders are as follows:
Management Proposals:
Proposal No. 1 — Election of Directors
At the annual meeting, shareholders voted for the election of ten Directors for a one-year term or until their successors are elected and qualified to fill the expiring terms of such Directors. All of the Company’s nominees for Director received the requisite plurality (i.e. the highest number of votes of the Company’s common stock in accordance with the bylaws of the Company and Section1758 of the Pennsylvania Business Corporation Law) of the votes cast by the holders of shares present at the meeting in person or by proxy and entitled to vote thereon, and, accordingly, were elected to the Board of Directors for the ensuing year and until their successors are duly elected and qualified. The voting results are set forth below:
Nominee |
Votes For |
Votes Withheld |
Broker Non-Votes |
Theodore Wahl |
61,866,585 |
987,027 |
6,225,555 |
Jude Visconto |
61,954,735 |
898,877 |
6,225,555 |
John M. Briggs |
61,112,555 |
1,741,057 |
6,225,555 |
Robert J. Moss |
61,635,057 |
1,218,555 |
6,225,555 |
Diane S. Casey |
60,662,918 |
2,190,694 |
6,225,555 |
John J. McFadden |
61,673,031 |
1,180,581 |
6,225,555 |
Robert L. Frome |
61,595,636 |
1,257,976 |
6,225,555 |
Dino D. Ottaviano |
61,157,606 |
1,696,006 |
6,225,555 |
Michael E. McBryan |
60,324,042 |
2,529,570 |
6,225,555 |
Daniela Castagnino |
62,181,024 |
672,588 |
6,225,555 |
Proposal No. 2 — Independent Registered Public Accounting Firm
The proposal for the ratification of the selection of Grant Thornton LLP as the Company's independent registered public accountants for the current fiscal year ending December 31, 2018 has received a majority of the votes cast as follows:
Votes For |
Votes Against |
Abstain |
Broker Non-Votes |
68,162,759 |
749,452 |
166,956 |
Proposal No. 3 — Advisory Vote on Executive Compensation
The proposal relating to an advisory vote on a non-binding resolution to approve the compensation of the Company's named executive officers has received a majority of the votes cast as follows:
Votes For |
Votes Against |
Abstain |
Broker Non-Votes |
61,354,644 |
1,400,775 |
98,193 |
6,225,555 |
About HEALTHCARE SERVICES GROUP, INC. (NASDAQ:HCSG)
Healthcare Services Group, Inc. provides management, administrative and operating services to the housekeeping, laundry, linen, facility maintenance and dietary service departments of the healthcare industry. The Company caters to nursing homes, retirement complexes, rehabilitation centers and hospitals located in the United States. The Company’s segments include Housekeeping and Dietary. The Housekeeping segment consists of housekeeping, laundry and linen services and involves the management of a client’s housekeeping department, which is responsible for the cleaning, disinfecting and sanitizing resident areas in the client’s facilities. The Dietary segment includes dietary department services, which is responsible for food purchasing, meal preparation and providing professional dietitian consulting services, which include the development of a menu that meets a patient’s dietary needs. The Company provides its services to the long-term care industry in the United States.