HMS HOLDINGS CORP. (NASDAQ:HMSY) 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 August 21, 2017, HMS Holdings Corp. (the “Company”) held its 2017 Annual Meeting of Stockholders (the “Annual Meeting”). Set forth below is information concerning each matter submitted to a vote at the Annual Meeting, including the final voting results.
1.Proposal One – Election of Class II Directors
The stockholders elected each of the following individuals as a Class II director to hold office for a two-year term expiring on the date of the Company’s 2019 Annual Meeting of Stockholders and until his or her successor is elected and qualified or until his or her earlier death, resignation or removal.
| Name | For | Against | Abstain | BrokerNon- Votes |
| William F. Miller III | 72,878,185 | 667,236 | 13,466 | -0- |
| Ellen A. Rudnick | 52,920,657 | 20,036,325 | 601,905 | -0- |
| Richard H. Stowe | 72,082,665 | 1,462,687 | 13,535 | -0- |
| Cora M. Tellez | 57,149,005 | 16,399,382 | 10,500 | -0- |
2. Proposal Two – Advisory Approval of the Company’s 2016 Executive Compensation
The stockholders approved, on an advisory basis, the compensation paid to the Company’s named executive officers for 2016, as described in the proxy statement for the Annual Meeting.
| For | Against | Abstain | BrokerNon- Votes |
| 51,438,112 | 22,100,877 | 19,898 | -0- |
3.Proposal Three – Advisory Approval of the Frequency of Future Advisory Votes on Executive Compensation
The stockholders approved, on an advisory basis, a frequency of every one year for future advisory votes on executive compensation.
| 1 Year | 2 Years | 3 Years | Abstain |
| 60,413,893 | 31,258 | 13,100,087 | 13,649 |
After considering the results of the stockholder vote at the Annual Meeting, the Board of Directors has determined that the Company will continue to hold an annual advisory vote on executive compensation until the next advisory vote on the frequency of such votes, which is required to occur no later than the Company’s 2023 annual meeting of stockholders.
About HMS HOLDINGS CORP. (NASDAQ:HMSY)
HMS Holdings Corp. is a holding company. The Company, through its subsidiaries, operates in the United States healthcare insurance benefit cost containment marketplace. It provides coordination of benefits services to government, and private healthcare payers and sponsors. Its payment integrity services ensure that healthcare claims billed are accurate and appropriate. It offers services to state Medicaid agencies, government health agencies and health plans, including Medicaid managed care, Medicare Advantage and group and individual health lines of business; government and private employers; and other healthcare payers and sponsors, including child support agencies. It serves approximately 45 state Medicaid programs and the District of Columbia, and government health agencies, including Centers for Medicare & Medicaid Services (CMS) and the Veterans Health Administration (VHA). It also provides services to approximately 250 health plans and supports their multiple lines of business.
