Current Report Filing (8-k)
February 17 2017 - 5:08PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
February
14, 2017
|
Date of report (Date of earliest event reported)
|
Surmodics, Inc.
|
(Exact Name of Registrant as Specified in its Charter)
|
Minnesota
|
|
0-23837
|
|
41-1356149
|
(State of Incorporation)
|
|
(Commission File Number)
|
|
(I.R.S. Employer
Identification No.)
|
9924 West 74
th
Street
Eden Prairie, Minnesota
|
|
55344
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(Address
of Principal Executive Offices)
|
|
(Zip
Code)
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(952) 500-7000
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(Registrant’s Telephone Number, Including Area Code)
|
Check the
appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any
of the following provisions
(see General Instruction A.2):
⃞
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
⃞
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
⃞
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
⃞
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item 5.07 Submission of Matters to a Vote of Security Holders.
On February 14, 2017, the Company held its 2017 Annual Meeting of
Shareholders. The final voting results of the proposals which were
described in more detail in the Company’s proxy statement filed with the
Securities and Exchange Commission on December 22, 2016, are set forth
below.
1.
Election of Directors
. Each of the individuals
nominated by the Company’s Board of Directors to serve as Class II
directors was duly elected by the Company’s shareholders, and the final
results of the votes cast are as follows:
|
For
|
|
Withheld
|
|
Broker Non-Votes
|
José H. Bedoya
|
10,500,212
|
|
241,706
|
|
1,325,383
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Susan E. Knight
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10,529,735
|
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212,183
|
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1,325,383
|
2.
Set the Number of Directors
. The Company’s
shareholders approved the proposal to set the number of directors at six
(6) by the following vote:
For
|
|
Against
|
|
Abstain
|
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Broker Non-Votes
|
11,902,468
|
|
103,177
|
|
41,052
|
|
-
|
3.
Ratification of the Appointment of Deloitte & Touche LLP
. The
Company’s shareholders ratified the appointment of Deloitte & Touche LLP
as the Company’s independent registered public accounting firm for
fiscal year 2017 by the following vote:
For
|
|
Against
|
|
Abstain
|
|
Broker Non-Votes
|
11,989,328
|
|
50,093
|
|
7,276
|
|
-
|
4.
Advisory Vote on Executive Compensation
. The
Company’s shareholders approved the compensation of the Company’s named
executive officers, on an advisory basis, by the following vote:
For
|
|
Against
|
|
Abstain
|
|
Broker Non-Votes
|
10,335,759
|
|
370,846
|
|
14,709
|
|
1,325,383
|
5.
Frequency of Advisory Vote on Executive Compensation
.
The Company’s shareholders approved, on an advisory basis, the proposal
recommending that the advisory vote on executive compensation should
occur on an annual basis. The final voting results for this proposal
were as follows:
One Year
|
|
Two Years
|
|
Three Years
|
|
Abstain
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8,986,709
|
|
45,544
|
|
1,674,697
|
|
14,364
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
|
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SURMODICS, INC.
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|
|
|
|
|
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Date:
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February 17, 2017
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/s/ Bryan K. Phillips
|
|
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Bryan K. Phillips
|
|
|
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Sr. Vice President, General Counsel and
Secretary
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