Current Report Filing (8-k)
June 13 2019 - 2:41PM
Edgar (US Regulatory)
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): June 13, 2019
LINCOLN EDUCATIONAL SERVICES CORPORATION
(Exact Name of Registrant as Specified in Charter)
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(State or Other Jurisdiction of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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200 Executive Drive, Suite 340, West Orange, New Jersey 07052
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code: (973) 736-9340
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(Former name or former address, if changed since last report)
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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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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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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 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
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Trading
Symbol(s)
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Name of each exchange on which
registered
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Common Stock $0.01 Par Value
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LINC
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NASDAQ
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Item 5.07
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Submission of Matters to a Vote of Security Holders.
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On June 13, 2019, the Company held its 2019 Annual Meeting of Shareholders. At the Annual Meeting, the Company’s shareholders voted on the following
proposals:
Proposal Number 1
: To elect the following 7 individuals named in the Company’s proxy statement as directors of the Company for a one-year term which will expire at the 2020 Annual Meeting of Shareholders and until their successors are
duly elected and qualified. Each nominee for director was elected by a vote of the shareholders as follows:
Nominee
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Votes For
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Votes Withheld
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Broker Non-
Votes
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Alvin O. Austin
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13,042,836
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4,637,902
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3,780,403
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Peter S. Burgess
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17,385,921
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294,817
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3,780,403
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James J. Burke, Jr.
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16,603,818
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1,076,920
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3,780,403
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Celia H. Currin
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17,386,031
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294,707
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3,780,403
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Ronald E. Harbour
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16,603,518
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1,077,220
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3,780,403
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J. Barry Morrow
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17,385,921
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294,817
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3,780,403
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Scott M. Shaw
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17,385,421
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295,317
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3,780,403
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Proposal Number 2
: To approve, on a non-binding advisory basis, the compensation of our named executive
officers as disclosed in the proxy statement. The proposal was approved by a vote of the shareholders as follows:
Votes For
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Votes Against
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Abstentions
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Broker Non-
Votes
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17,647,191
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29,822
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3,725
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3,780,403
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Proposal Number 3
: To ratify the appointment of Deloitte & Touche LLP as the Company’s independent
registered public accounting firm for the year ending December 31, 2019. The proposal was approved by a vote of the shareholders as follows:
Votes For
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Votes Against
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Abstentions
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Broker Non-
Votes
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21,433,053
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27,945
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143
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-0-
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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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LINCOLN EDUCATIONAL SERVICES CORPORATION
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Date: June 13, 2019
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By:
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/s/ Alexandra M. Luster
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Name:
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Alexandra M. Luster
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Title:
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General Counsel
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