Current Report Filing (8-k)
November 19 2012 - 1:14PM
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): November 16, 2012
MICROS SYSTEMS, INC
|
(Exact name of Registrant as specified in its charter)
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MARYLAND
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000-09993
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52-1101488
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(State of incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification Number)
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7031 Columbia Gateway Drive, Columbia, Maryland 21046-2289
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(Address of principal executive offices) (Zip code)
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Registrant’s telephone number, including
area code:
443-285-6000
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:
¨
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.
MICROS Systems, Inc. (the “Company”) held its annual meeting of shareholders on November
16, 2012. The proposals submitted to a vote of the shareholders and the final results of the voting on each proposal are set forth
below:
1. Election of Directors - The shareholders
elected the following nominees to serve on the Board of Directors for one year terms and until their respective successors are
duly elected and qualified. The voting results were as follows:
Nominee
|
For
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Withheld
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Broker Non-Votes
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A.L. Giannopoulos
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70,854,729
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1,077,420
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4,813,564
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Louis M. Brown, Jr.
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71,151,763
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780,386
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4,813,564
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B. Gary Dando
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71,852,023
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80,126
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4,813,564
|
F. Suzanne Jenniches
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69,265,948
|
2,666,201
|
4,813,564
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John G. Puente
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59,842,928
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12,089,221
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4,813,564
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Dwight S. Taylor
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68,982,231
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2,949,918
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4,813,564
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2. Ratification of Appointment of Independent
Registered Public Accounting Firm - The shareholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s
independent registered public accounting firm for the 2013 fiscal year by the following vote:
For
|
76,380,395
|
Against
|
324,398
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Abstain
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40,920
|
3. Amendment to the 1991 Stock Option
Plan - The shareholders approved an amendment to the Company’s 1991 Stock Option Plan to authorize the issuance of an additional
1,200,000 shares of Common Stock under the plan by the following vote.
For
|
67,402,431
|
Against
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4,487,303
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Abstain
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42,415
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Broker Non-Votes
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4,813,564
|
4. Advisory Vote on Compensation of the Named Executive
Officers - The shareholders approved, on an advisory basis, the compensation of the Company’s named executive officers by
the following vote.
For
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65,969,050
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Against
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4,370,878
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Abstain
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1,592,221
|
Broker Non-Votes
|
4,813,564
|
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.
Date: November 16, 2012
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MICROS Systems, Inc.
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|
(Registrant)
|
|
|
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By: /s/ Cynthia A. Russo
|
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Cynthia A. Russo
|
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Executive Vice-President, Chief Financial Officer
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