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VSE CORPORATION (NASDAQ:VSEC) Files An 8-K Submission of Matters to a Vote of Security Holders

VSE CORPORATION (NASDAQ:VSEC) Files An 8-K Submission of Matters to a Vote of Security Holders

Item 5.07 Submission of Matters to a Vote of Security Holders.

The 2017 Annual Meeting of Stockholders of VSE Corporation (the
“Company”) was held on May 2, 2017. At the annual meeting, the
holders of 9,438,077 shares of the Company’s common stock, which
represents approximately 87.08% of the 10,838,435 outstanding
shares entitled to vote as of the record date of March 20, 2017,
were represented in person or by proxy. The four proposals voted on
by the stockholders are described in more detail in the Company’s
definitive proxy statement dated April 4, 2017 and filed with the
Securities and Exchange Commission on April 4, 2017.
Set forth below are the final voting results on the four proposals
that were voted on by the stockholders at the annual meeting.
Proposal 1 – Election of Directors
With respect to the vote on the election of nine directors, each
for a term of one year, to expire at the Company’s 2018 annual
meeting of stockholders, the “for” votes received by each
director represented a minimum of approximately 97.8% of the total
number of shares that were either voted at the meeting or for which
the authority to vote for the proposed nominee was withheld. The
final voting results were as follows:
Director
Votes Cast For
Votes Withheld
Broker Non-Votes
Ralph E. Eberhart
7,545,956
127,581
1,764,540
Maurice A. Gauthier
7,556,492
117,045
1,764,540
John C. Harvey
7,546,114
127,423
1,764,540
Clifford M. Kendall
7,514,104
159,433
1,764,540
Calvin S. Koonce
7,504,859
168,678
1,764,540
James F. Lafond
7,513,959
159,578
1,764,540
John E. Potter
7,546,239
127,298
1,764,540
Jack C. Stultz
7,546,096
127,441
1,764,540
Bonnie K. Wachtel
7,516,611
156,926
1,764,540
Proposal 2 – Ratification of Independent Registered Public
Accounting Firm for the year ending December 31, 2017.
With respect to the vote to ratify the selection by the Company’s
audit committee of Ernst Young LLP as the Company’s independent
registered accounting firm for the 2017 fiscal year, the “for”
votes received represented approximately 99.2% of the shares voted
at the meeting. The final voting results were as follows:
For
Against
Abstentions
Broker Non-Vote
9,363,350
46,060
28,667
N/A
Proposal 3 – Approval of the Company’s Executive Officer Incentive
Compensation Plan.
With respect to the vote to approve the Company’s Executive
Officer Incentive Compensation Plan, the “for” votes received
represented approximately 97.0% of the shares present at the
meeting, in person or by proxy, and entitled to vote. The final
voting results were as follows:
For
Against
Abstentions
Broker Non-Vote
7,444,100
208,188
212,419
1,764,540
Proposal 4 – Non-Binding Advisory Vote on the Frequency of Advisory
Votes to Approve the Company’s Executive Compensation.
With respect to the non-binding advisory vote on the frequency of
advisory votes to approve the Company’s executive compensation,
the option of “one year” received 85.4% of the votes cast and is
considered to be the option recommended by the stockholders. The
number of votes received for the options of one, two or three
years, and the number of abstentions and broker non-votes, were as
follows:
Votes For
1 Year Option
Votes For
2 Year Option
Votes For
3 Year Option
Abstentions
Broker Non-Vote
6,550,712
71,346
993,002
58,477
1,764,540

About VSE CORPORATION (NASDAQ:VSEC)
VSE Corporation is a services and supply company. The Company’s segments include Supply Chain Management Group, Aviation Group, Federal Services Group, and IT, Energy and Management Consulting Group. The Company provides logistics and distribution services for legacy systems and equipment and professional and technical services to the United States Government, including the United States Postal Service (USPS), the United States Department of Defense (DoD), federal civilian agencies, and to commercial and other customers. The Company’s service offerings include supply chain and inventory management services; vehicle fleet sustainment programs; vehicle fleet parts; maintenance, repair, and overhaul (MRO) of aircraft engines and engine components; aircraft engine parts supply and distribution; military equipment refurbishment and modification; ship maintenance, overhaul, and follow-on technical support; logistics management support, and machinery condition analysis. VSE CORPORATION (NASDAQ:VSEC) Recent Trading Information
VSE CORPORATION (NASDAQ:VSEC) closed its last trading session up +0.04 at 42.37 with 27,312 shares trading hands.

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