Ohio | 000-5734 | 34-0907152 | ||
(State or other jurisdiction | (Commission File Number) | (IRS Employer Identification No.) | ||
of incorporation) |
425 Walnut Street, Suite 1800, Cincinnati, Ohio | 45202 | |
(Address of principal executive offices) | (ZIP Code) |
¨ | 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 5.02 | Submission of Matters to a Vote of Securities Holders. |
1. | Four Directors were elected to serve two-year terms expiring at the 2015 Annual Meeting of Shareholders. The vote results for Proposal 1 were as follows: |
For | Withheld | Broker Non-Votes | |
Max Carnecchia | 18,402,181 | 234,961 | 1,666,367 |
R. Andrew Cueva | 18,035,002 | 602,140 | 1,666,367 |
Keith Kolerus | 18,300,912 | 336,230 | 1,666,367 |
Pete Sinisgalli | 18,402,172 | 234,970 | 1,666,367 |
2. | The Company’s executive compensation for its named executive officers was approved. The vote results for Proposal 2 were as follows: |
For | Against | Abstain | Broker Non-Votes |
16,588,677 | 2,030,453 | 18,012 | 1,666,367 |
3. | The appointment of PricewaterhouseCoopers LLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending March 31, 2014, was ratified. The vote results for Proposal 3 were as follows: |
For | Against | Abstain |
20,227,312 | 32,944 | 43,253 |
Item 9.01 | Financial Statements and Exhibits. |
Date: November 21, 2013 | AGILYSYS, INC. | ||
By: | /s/ Kyle C. Badger | ||
Kyle C. Badger | |||
Senior Vice President, General Counsel and Secretary |