MEDNAX, INC. (NYSE:MD) Files An 8-K Submission of Matters to a Vote of Security Holders
Item5.07
|
Submission of Matters to a Vote of Security Holders. |
On May11, 2017, MEDNAX, Inc., a Florida corporation (the
Company), held its 2017 Annual Shareholders Meeting (the Annual
Meeting). Of the 92,889,873 shares of common stock outstanding
and entitled to vote,85,024,393 shares were represented,
constituting a quorum.The final results for each of the matters
submitted to a vote of shareholders at the Annual Meeting are as
follows:
Proposal 1: All of the Boards nominees for Director were
elected to serve until the Companys 2018 Annual Shareholders
Meeting or until their respective successors are elected and
qualified, by the votes set forth in the table below:
|
Name |
For | Withheld | Broker Non-Vote | |||||||||
|
Cesar L. Alvarez |
77,137,241 | 4,101,866 | 3,785,286 | |||||||||
|
Karey D. Barker |
81,193,202 | 45,905 | 3,785,286 | |||||||||
|
Waldemar A. Carlo, M.D. |
75,935,574 | 5,303,533 | 3,785,286 | |||||||||
|
Michael B. Fernandez |
75,390,758 | 5,848,349 | 3,785,286 | |||||||||
|
Paul G. Gabos |
78,043,013 | 3,196,094 | 3,785,286 | |||||||||
|
Pascal J. Goldschmidt, M.D. |
80,466,088 | 773,019 | 3,785,286 | |||||||||
|
Manuel Kadre |
79,117,056 | 2,122,051 | 3,785,286 | |||||||||
|
Roger J. Medel, M.D. |
80,287,034 | 952,073 | 3,785,286 | |||||||||
|
Donna E. Shalala, Ph.D. |
80,998,896 | 240,211 | 3,785,286 | |||||||||
|
Enrique J. Sosa, Ph.D. |
78,765,299 | 2,473,808 | 3,785,286 |
Proposal 2: The material terms of the performance goals
of the MEDNAX, Inc. Amended and Restated 2008 Incentive
Compensation Plan, as amended, were re-approved by the
shareholders for purposes of Section 162(m) of the Internal
Revenue Code, by the votes set forth in the table below:
|
For |
Against | Abstained | Broker Non-Vote | |||||||||
|
78,227,501 |
2,973,779 | 37,827 | 3,785,286 |
Proposal 3: The appointment of PricewaterhouseCoopers
LLP as the Companys independent registered certified public
accounting firm for the 2017 fiscal year was ratified by the
shareholders, by the votes set forth in the table below:
|
For |
Against | Abstained | Broker Non-Vote | |||||||||
|
82,590,861 |
2,410,146 | 23,386 |
Proposal 4: The shareholders approved, on a non-binding,
advisory basis, the compensation of the Companys named executive
officers, by the votes set forth in the table below:
|
For |
Against | Abstained | Broker Non-Vote | |||||||||
|
71,919,406 |
9,282,816 | 36,885 | 3,785,286 |
Proposal 5: The shareholders indicated, on a
non-binding, advisory basis, a preference to hold future advisory
votes on executive compensation every year, by the votes set
forth in the table below:
|
Every Year |
EveryTwo Years | EveryThree Years | Abstained | Broker Non-Vote | ||||||||||||
|
71,701,057 |
483,248 | 9,034,144 | 20,658 | 3,785,286 |
The Companys Board of Directors has considered the outcome of the
non-binding, advisory vote regarding the frequency of future
votes on executive compensation, and has determined that the
Company will hold future non-binding, advisory votes on executive
compensation every year until the Companys Board of Directors
otherwise determines that a different frequency for such
non-binding, advisory votes is in the best interest of the
Company or until the next required vote on the frequency of
shareholder votes on executive compensation.
About MEDNAX, INC. (NYSE:MD)
MEDNAX, Inc. is a provider of physician services, including newborn, anesthesia, maternal-fetal, teleradiology, pediatric cardiology and other pediatric subspecialty care. The Company’s national network consists of approximately 3,240 affiliated physicians, including approximately 1,100 physicians who provide neonatal clinical care, in over 30 states and Puerto Rico, within hospital-based neonatal intensive care units (NICUs), to babies born prematurely or with medical complications. It has over 250 affiliated physicians who provide maternal-fetal care to expectant mothers experiencing complicated pregnancies and obstetrical hospitalist services in many areas where its affiliated neonatal physicians practice. Its physician specialties and services include neonatal care, anesthesia and anesthesia subspecialty care, pain management, maternal-fetal care, pediatric cardiology care, and other pediatric subspecialty care. It also offers revenue cycle management and consulting services. MEDNAX, INC. (NYSE:MD) Recent Trading Information
MEDNAX, INC. (NYSE:MD) closed its last trading session down -0.08 at 55.27 with 897,991 shares trading hands.
