Current Report Filing (8-k)
May 05 2017 - 4:06PM
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
Date of Report (Date of Earliest Event Reported): May 3, 2017
Aqua America, Inc.
(Exact name of registrant as specified in its charter)
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Pennsylvania
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001-06659
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23-1702594
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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762 West Lancaster Avenue,
Bryn Mawr, Pennsylvania
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19010-3489
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code:
610-527-8000
Not Applicable
Former name or former address, if changed since last report
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:
☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth company as
defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule
l2b-2
of the Securities Exchange Act of 1934
(§240.12b-2
of this chapter).
Emerging growth company ☐
If an emerging
growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange
Act. ☐
Item 5.07 Submission of Matters to a Vote of Security Holders
The 2017 Annual Meeting of Shareholders of Aqua America, Inc. (the Company) was held on May 3, 2017 at the Drexelbrook Banquet
Facility & Corporate Events Center, 4700 Drexelbrook Drive, Drexel Hill, Pennsylvania 19026, pursuant to the Notice sent, on or about March 24, 2017, to all shareholders of record at the close of business on March 7, 2017. At the
annual meeting:
1. The following nominees were elected as directors of Aqua America, Inc. to serve for
one-year
terms and until their successors are elected and qualified. The votes received are set forth adjacent to the names below:
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Name of Nominee
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For
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Withheld
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Carolyn J. Burke
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105,974,543
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1,307,634
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Nicholas DeBenedictis
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104,184,353
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3,097,824
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Christopher H. Franklin
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106,334,482
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947,695
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Richard H. Glanton
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104,256,472
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3,025,705
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Lon R. Greenberg
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105,319,285
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1,962,892
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William P. Hankowsky
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98,714,700
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8,567,477
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Wendell F. Holland
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105,920,862
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1,361,315
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Ellen T. Ruff
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105,370,938
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1,911,239
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There were 41,444,495 broker
non-votes
recorded for each nominee.
2. The appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the Company for the year ending December 31,
2017, was ratified by the following vote of shareholders:
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For
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Against
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Abstain
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146,692,316
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1,435,709
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598,647
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There were no broker
non-votes
for the ratification of the independent registered
public accounting firm.
3. The advisory vote to approve the compensation paid to the Companys named executive officers for 2016 as disclosed in the
Companys Proxy Statement for the 2017 Annual Meeting of Shareholders was approved by the following vote of shareholders:
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For
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Against
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Abstain
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Broker Non-Votes
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100,008,727
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5,521,748
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1,751,702
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41,444,495
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4. The advisory vote on whether the frequency of the advisory vote on the compensation paid to the Companys named
executive officers should be every 1, 2, or 3 years was a follows:
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1
Year
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2
Years
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3
Years
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Abstain
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87,935,448
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1,396,468
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17,061,697
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888,564
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Following the Annual Meeting, the Board considered the advisory vote of the shareholders as to the frequency of future
say-on-pay
votes and approved and adopted annual frequency for future
say-on-pay
votes,
beginning with the annual meeting of shareholders to be held in 2018.
Item 8.01 Other Events.
Following the Annual Meeting, the Board of Directors appointed Richard H. Glanton to the Audit Committee of the Board.
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SIGNATURE
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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May 5, 2017
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Aqua America, Inc.
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By:
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/s/ Christopher P. Luning
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Name:
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Christopher P. Luning
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Title:
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Senior Vice President, General
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Counsel and Secretary
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