STAAR Surgical Company (NASDAQ:STAA) Files An 8-K Submission of Matters to a Vote of Security HoldersItem 5.07.
Submission of Matters to a Vote of Security Holders |
The annual meeting of the shareholders of the Company (the “Annual Meeting”) was held on June 14, 2018. 41,612,465 shares of common stock were outstanding on the record date for the Annual Meeting (April16, 2018) and entitled to vote at the Annual Meeting. The voting was as follows:
| 1. |
To elect five directors to serve for terms to expire in 2019 or until their successors have been elected and qualified. |
|
Number of Shares |
| For |
Withheld |
Broker Non-Votes |
| Stephen Farrell |
31,713,145 |
399,881 |
4,849,874 |
| Caren Mason |
31,714,274 |
398,752 |
4,849,874 |
| John Moore |
31,711,224 |
401,802 |
4,849,874 |
| Louis Silverman |
31,945,687 |
167,339 |
4,849,874 |
| William Wall |
31,942,637 |
170,389 |
4,849,874 |
| 2. |
To approve the Amended and Restated STAAR Surgical Company Omnibus Equity Incentive Plan. |
| Number of Shares |
| For |
|
Against |
|
Abstain |
|
Broker Non-Votes |
| 24,963,510 |
7,038,291 |
111,225 |
4,849,874 |
| 3. |
To adopt amendments to the Amended and Restated Certificate of Incorporation (the “COI”) to make certain changes reflecting current practices in corporate governance and to make certain ministerial and conforming changes. |
| Number of Shares |
| For |
|
Against |
|
Abstain |
|
Broker Non-Votes |
| 31,976,217 |
25,068 |
111,741 |
4,849,874 |
| 4. |
To adopt amendments to the Amended and Restated Bylaws (the “Bylaws”) to make certain changes reflecting current practices in corporate governance and to make certain ministerial and conforming changes. |
| Number of Shares |
| For |
|
Against |
|
Abstain |
|
Broker Non-Votes |
| 31,974,692 |
24,468 |
113,866 |
4,849,874 |
| 5. |
To adopt amendments to the COI to increase the minimum number of authorized directors from three to five. |
| Number of Shares |
| For |
|
Against |
|
Abstain |
|
Broker Non-Votes |
| 31,616,477 |
391,234 |
105,315 |
4,849,874 |
| 6. |
To adopt amendments to the Bylaws to increase the minimum number of authorized directors from three to five. |
| Number of Shares |
| For |
|
Against |
|
Abstain |
|
Broker Non-Votes |
| 31,616,752 |
391,234 |
105,040 |
4,849,874 |
| 7. |
To adopt amendments to the COI to reflect that directors may be removed with or without cause. |
| Number of Shares |
| For |
|
Against |
|
Abstain |
|
Broker Non-Votes |
| 31,964,949 |
22,531 |
125,546 |
4,849,874 |
| 8. |
To adopt amendments to the Bylaws to reflect that directors may be removed with or without cause. |
| Number of Shares |
| For |
|
Against |
|
Abstain |
|
Broker Non-Votes |
| 31,963,299 |
24,531 |
125,196 |
4,849,874 |
| 9. |
To ratify the selection of BDO USA, LLP as the Company’s independent registered public accountants for the fiscal year ending December28, 2018. |
| Number of Shares |
|
|
| For |
|
Against |
|
Abstain |
|
|
| 36,808,243 |
142,858 |
11,799 |
| 10. |
To hold an advisory vote to approve STAAR’s annual compensation program from non-employee directors. |
| Number of Shares |
| For |
|
Against |
|
Abstain |
|
Broker Non-Votes |
| 31,546,370 |
458,186 |
108,470 |
4,849,874 |
| 11. |
To hold an advisory vote to approve STAAR’s compensation of its named executive officers. |
| Number of Shares |
| For |
|
Against |
|
Abstain |
|
Broker Non-Votes |
| 31,448,047 |
555,409 |
109,570 |
4,849,874 |
About STAAR Surgical Company (NASDAQ:STAA)
STAAR Surgical Company designs, develops, manufactures and sells implantable lenses for the eye and delivery systems used to deliver the lenses into the eye. The Company operates in the ophthalmic surgical market segment. Its principal products are intraocular lenses (IOLs) used in cataract surgery and implantable collamer lenses (ICLs) used in refractive surgery. It makes lenses used across the world in corrective or refractive surgery, and makes lenses for use in surgery that treats cataracts. Its refractive surgery corrects the types of visual disorders that glasses or contact lenses have treated (myopia, hyperopia, astigmatism and presbyopia). Its refractive surgery corrects the types of visual disorders that glasses or contact lenses have treated (myopia, hyperopia, astigmatism and presbyopia). It sells its products in approximately 60 countries, with direct distribution in the United States, Canada, Japan and Spain, and independent distribution in the remainder of the world.