QUALITY CARE PROPERTIES,INC. (NYSE:QCP) 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 May17, 2018, Quality Care Properties,Inc. (“QCP” or the “Company”) held its 2018 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, there were present, in person or by proxy, 86,542,807 shares of the Company’s common stock, which represented approximately 92.3% of the shares entitled to vote and constituted a quorum.
Set forth below are the voting results of the four proposals considered and voted upon at the Annual Meeting, each of which was described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April6, 2018.
Proposal 1
All of the nominees listed below were elected to the Board of Directors of the Company, and each received a plurality of the votes cast at the Annual Meeting.
For |
Withhold |
Broker Non-Votes |
|
Mark S. Ordan |
70,437,178 |
9,697,432 |
6,408,197 |
Glenn G. Cohen |
71,036,657 |
9,097,953 |
6,408,197 |
Jerry L. Doctrow |
70,805,335 |
9,329,275 |
6,408,197 |
Paul J. Klaassen |
70,806,358 |
9,328,252 |
6,408,197 |
Philip R. Schimmel |
71,037,572 |
9,097,038 |
6,408,197 |
Kathleen Smalley |
70,764,403 |
9,370,207 |
6,408,197 |
Donald C. Wood |
71,037,878 |
9,096,732 |
6,408,197 |
Proposal 2
The ratification of the appointment of Deloitte& Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December31, 2018 was approved at the Annual Meeting.
For |
Against |
Abstain |
85,335,908 |
183,722 |
1,023,177 |
Proposal 3
The Company’s executive compensation was approved, on a non-binding advisory basis, at the Annual Meeting.
For |
Against |
Abstain |
Broker Non-Votes |
69,277,742 |
9,800,892 |
1,055,976 |
6,408,197 |
Proposal 4
The option of “1 Year” as the frequency with which stockholders are provided a non-binding advisory vote on the Company’s executive compensation, was approved, on a non-binding advisory basis, by the highest number of votes cast on this proposal at the Annual Meeting.
OneYear |
TwoYears |
ThreeYears |
Abstain |
Broker Non-Votes |
77,277,944 |
49,399 |
1,757,409 |
1,049,858 |
6,408,197 |