UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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 2, 2019

 

 

Acadia Healthcare Company, Inc.

(Exact Name of Registrant as Specified in Its Charter)

 

 

 

Delaware   001-35331   45-2492228

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

6100 Tower Circle, Suite 1000

Franklin, Tennessee

  37067
(Address of Principal Executive Offices)   (Zip Code)

(615) 861-6000

(Registrant’s Telephone Number, including Area Code)

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 (See General Instruction A.2. below):

 

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))

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 12b-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.  ☐

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading Symbol

 

Name of each exchange on which registered

Common Stock, $0.01 par value   ACHC   NASDAQ Global Select Market

 

 

 


Item 5.07 Submission of Matters to a Vote of Security Holders

The Company held its annual meeting of stockholders on May 2, 2019. The proposals considered at the Annual Meeting were voted on as follows:

1. The individuals listed below were elected to serve as Class II directors until the Company’s annual meeting of stockholders in 2022 or until their successors have been elected and take office. The voting results were as follows:

 

     For      Against      Abstain      Broker
Non-Votes
 

William F. Grieco

     71,921,269        2,778,320        67,686        3,966,702  

Reeve B. Waud

     60,643,024        14,061,867        62,384        3,966,702  

2. The Company’s stockholders approved, on a non-binding advisory basis, the compensation of the Company’s Named Executive Officers (as defined in the Company’s definitive proxy statement filed with the SEC on March 21, 2019), by the following vote:

 

For    Against    Abstain    Broker Non-Votes
67,482,950    6,320,160    964,165    3,966,702

3. The Company’s stockholders approved, on a non-binding advisory basis, the frequency of the advisory vote on the compensation of the Company’s Named Executive Officers, by the following vote:

 

1 Year    2 Years    3 Years    Abstain    Broker Non-Votes
73,339,493    39,701    656,944    731,137    3,966,702

A majority of the stockholders selected, on a non-binding advisory basis, a one-year frequency for non-binding advisory votes on executive compensation. Based on these results, the Company’s Board of Directors has determined that the Company will hold a non-binding advisory vote on executive compensation on an annual basis (once every year) until the next stockholder vote on the frequency of the vote on executive compensation.

4. The Company’s stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2019, by the following vote:

 

For    Against    Abstain
77,705,612    966,688    61,677


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.

 

Date: May 6, 2019     ACADIA HEALTHCARE COMPANY, INC.
    By:   /s/ Christopher L. Howard
      Christopher L. Howard
      Executive Vice President, Secretary and General Counsel
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