SABRE CORPORATION (NASDAQ:SABR) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
Item 5.03
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Amendments to Articles of Incorporation or Bylaws; Change
in Fiscal Year |
Meeting) for Sabre Corporation (“Sabre”), Sabres stockholders
approved an amendment to Sabres Amended and Restated Certificate
of Incorporation (Certificate of Incorporation) to remove a
plurality voting standard for the election of directors in
uncontested elections, as described in more detail in Item 5.07
below. A Certificate of Amendment to the Certificate of Amendment
was filed with the office of the Secretary of State of the State
of Delaware on May 24, 2017 and is effective as of that date. In
addition, Sabres Amended and Restated Bylaws (Bylaws) have been
amended and restated to provide for a majority vote standard in
uncontested elections of directors, as well as to specify the
procedures applicable to incumbent directors who fail to receive
the requisite vote in any uncontested election. This description
of the Certificate of Amendment and the Bylaws is qualified in
its entirety by reference to the full text of the Certificate of
Amendment and Bylaws attached as Exhibits 3.1 and 3.2,
respectively, and incorporated by reference.
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Item 5.07
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Submission of Matters to a Vote of Security Holders
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24, 2017. The final results of voting on each of the matters
submitted to a vote of stockholders at the 2017 Annual Meeting
are as follows:
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1.
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Stockholders elected each of Rene James, Gary Kusin, Sean
Menke and Greg Mondre to Sabres Board of Directors, each to serve a three-year term to expire at Sabres 2020 Annual Meeting of Stockholders and until their successors have been duly elected and qualified, as set forth below. |
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Votes For
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Votes Withheld
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Broker Non-Votes
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||||||
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Rene James
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208,469,881
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44,670,023
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5,147,996
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|||||
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Gary Kusin
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200,288,216
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52,851,688
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5,147,996
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|||||
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Sean Menke
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243,426,007
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9,713,897
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5,147,996
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|||||
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Greg Mondre
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194,033,947
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59,105,957
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5,147,996
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2.
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Stockholders ratified the selection of Ernst Young LLP as
Sabres independent auditor for the fiscal year ending December 31, 2017, as set forth below. |
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Votes For
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Votes Against
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Abstentions
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|
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257,397,340
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853,269
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37,291
|
|
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3.
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Stockholders approved an amendment to Sabres Certificate of
Incorporation to facilitate the implementation of a majority vote standard in uncontested elections of directors. |
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Votes For
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Votes Against
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Abstentions
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Broker Non-Votes
|
||
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253,079,033
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18,423
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42,446
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5,147,998
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Item 9.01.
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Financial Statements and Exhibits.
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Exhibit
Number
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Description
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3.1
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Certificate of Amendment as filed with the Secretary of
State of the State of Delaware on May 24, 2017. |
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3.2
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Third Amended and Restated Bylaws of Sabre Corporation.
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About SABRE CORPORATION (NASDAQ:SABR)
Sabre Corporation is a technology solutions provider to the global travel and tourism industry. The Company’s software, data, mobile and distribution solutions are used by hundreds of airlines and thousands of hotel properties to manage critical operations, including passenger and guest reservations, revenue management, flight, network and crew management. The Company operates in two segments: Sabre Travel Network, and Sabre Airline and Hospitality Solutions. The Sabre Travel Network segment is the Company’s global business-to-business travel marketplace for travel suppliers and travel buyers. The Sabre Airline and Hospitality Solutions segment offers a suite of software solutions primarily for airlines and hotel properties. The Company connects the travel suppliers, including airlines, hotels, car rental brands, rail carriers, cruise lines and tour operators, with travel buyers in a travel marketplace. The Company does business in approximately 160 countries around the world. SABRE CORPORATION (NASDAQ:SABR) Recent Trading Information
SABRE CORPORATION (NASDAQ:SABR) closed its last trading session down -0.12 at 22.97 with 1,350,273 shares trading hands.