On May 21, 2020, Invacare Corporation (the “Company”) held its 2020 Annual Meeting of Shareholders (the “2020 Annual Meeting”), where the Company’s shareholders approved Amendment No. 2 (the “Plan Amendment”) to the Invacare Corporation 2018 Equity Compensation Plan (the “2018 Equity Plan”), which increased the number of Company common shares authorized and reserved for issuance under the 2018 Equity Plan by 1,400,000 shares. The material terms of the Plan Amendment and the 2018 Equity Plan are summarized in the Company’s Definitive Proxy Statement on Schedule 14A, which was filed with the Securities and Exchange Commission on April 13, 2020.

The description of the Plan Amendment as contained herein is qualified in its entirety by reference to the full text of the Amendment, a copy of which is attached to this Current Report on Form 8-K as Exhibit 10.1 and is incorporated by reference into this Item 5.02.

Item 5.07. Submission of Matters to a Vote of Security Holders.

On May 21, 2020, the Company held its 2020 Annual Meeting, at which the Company’s shareholders acted on proposals to: (1) elect nine directors to a one-year term that will expire at the annual meeting of shareholders in 2021; (2) approve and adopt Amendment No. 2 to the Invacare Corporation 2018 Equity Compensation Plan; (3) ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the Company’s 2020 fiscal year; and (4) approve, on an advisory basis, the compensation of the Company’s named executive officers.

Each of the following nominees was elected to the board of directors for a one-year term of office expiring at the annual meeting of shareholders in 2021 with respective votes as follows:

The proposal to approve and adopt Amendment No. 2 to the Invacare Corporation 2018 Equity Compensation Plan was approved with 18,033,572 votes for, 9,846,906 votes against, 32,760 votes abstained and 2,929,618>broker non-votes.

The proposal to ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the Company’s 2020 fiscal year was approved with 30,068,578 votes for, 754,241 votes against and 20,037 votes abstained. There were no broker non-votes with respect to this proposal.

The proposal to approve, on an advisory basis, the compensation of the Company’s named executive officers was approved with 25,565,802 votes for, 2,302,079 votes against, 45,357 votes abstained and 2,929,618>broker non-votes.

Item 9.01. Financial Statements and Exhibits.

INVACARE CORP Exhibit
EX-10.1 2 amendmentno2.htm EXHIBIT 10.1 Exhibit Exhibit 10.1Amendment No. 2 to theInvacare Corporation 2018 Equity Compensation PlanThis Amendment No. 2 (this “Amendment”) to the Invacare Corporation 2018 Equity Compensation Plan,…
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About INVACARE CORPORATION (NYSE:IVC)

Invacare Corporation is a manufacturer and distributor for medical equipment used in non-acute care settings. The Company’s geographical segments are Europe; North America, which includes North America/Home Medical Equipment (North America/HME) and Institutional Products Group (IPG) segments, and Asia/Pacific. The Company manufactures and distributes three product categories: mobility and seating, lifestyle and respiratory therapy. It provides medical device solutions for congenital (cerebral palsy, muscular dystrophy and spina bifida), acquired (stroke, spinal cord injury, traumatic brain injury, post-acute recovery and pressure ulcers) and degenerative (amyotrophic lateral sclerosis, multiple sclerosis, chronic obstructive pulmonary disease (COPD), elderly and bariatric) ailments. The Company sells its products to home medical equipment providers with retail and e-commerce channels, residential living operators, distributors and government health services.