TEAM, Inc. (NYSE:TISI) 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 May 17, 2018, Team, Inc., a Delaware corporation (the “Company”), held its 2018 Annual Meeting of Shareholders. The following matters were voted upon at the Annual Meeting of Shareholders: (1)the election of directors of the Company; (2)the ratification of the appointment of KPMG LLP as the Company’s independent auditors for the fiscal year ending December 31, 2018; (3)the advisory vote on the compensation of the Named Executive Officers of the Company; (4) the approval of the issuance of shares of the Company’s common stock issuable upon the conversion of the Company’s 5.00% convertible senior notes; and (5) approval of the new Team, Inc. 2018 Equity Incentive Plan.
At the Annual Meeting of Shareholders, the nominees for election as directors set forth in Proposal 1 were each re-elected and Proposals 2, 3, 4 and 5 were each approved. The voting results were as follows:
|
Name |
Votes For |
% of votes cast |
Votes Withheld |
% of votes cast |
Broker Non-Votes |
|
Amerino Gatti |
21,672,412 |
96% |
875,916 |
4% |
4,187,295 |
|
Brian K. Ferraioli |
21,653,286 |
96% |
895,042 |
4% |
4,187,295 |
|
Michael A. Lucas |
21,483,593 |
95% |
1,064,735 |
5% |
4,187,295 |
|
Craig L. Martin |
21,656,666 |
96% |
891,662 |
4% |
4,187,295 |
Proposal #2 – Ratification of Auditors
|
Votes For |
% of votes cast |
Votes Against |
% of votes cast |
Abstentions |
% of votes cast |
Broker Non-Votes |
|
26,134,901 |
98% |
375,305 |
1% |
225,417 |
1% |
Proposal #3 – Advisory Vote on the Compensation of the Named Executive Officers
|
Votes For |
% of votes cast |
Votes Against |
% of votes cast |
Abstentions |
% of votes cast |
Broker Non-Votes |
|
21,242,937 |
94% |
1,082,291 |
5% |
223,100 |
1% |
4,187,295 |
Proposal #4 – Approval of the Issuance of Shares of the Company’s Common Stock Issuable upon the Conversion of the Company’s 5.00% Convertible Senior Notes
|
Votes For |
% of votes cast |
Votes Against |
% of votes cast |
Abstentions |
% of votes cast |
Broker Non-Votes |
|
22,180,495 |
98% |
284,847 |
1% |
82,986 |
0% |
4,187,295 |
Proposal #5 – Approval of the new Team, Inc. 2018 Equity Incentive Plan
|
Votes For |
% of votes cast |
Votes Against |
% of votes cast |
Abstentions |
% of votes cast |
Broker Non-Votes |
|
20,945,262 |
93% |
1,522,494 |
7% |
80,572 |
0% |
4,187,295 |
For purposes of this Item 5.07, percentages shown have been rounded to the nearest whole percentage.
About TEAM, Inc. (NYSE:TISI)
Team, Inc. is a provider of specialty industrial services, including inspection and assessment, required in maintaining high temperature and high pressure piping systems and vessels. The Company conducts its operations through three segments: Inspection and Heat Treating Services (IHT) Group, Mechanical Services (MS) Group and Quest Integrity (Quest Integrity) Group. The IHT Group offers inspection services and heat treating services. The MS Group offers both on-stream services and turnaround/project related services, such as leak repair services, fugitive emissions control services, hot tapping services, field machining services and technical bolting services, valve repair services, heat exchanger and maintenance services, isolation and test plug services, valve insertion services and project services. The Quest Integrity Group offers integrity management solutions to the energy industry in the form of quantitative inspection and engineering assessment services and products.
