Edgar Filing: Iridium Communications Inc.

IRIDIUM COMMUNICATIONS INC.

Date: May 13, 2016

/s/ Thomas J. Fitzpatrick

Thomas J. Fitzpatrick

Chief Financial Officer and Chief Administrative Officer

Form 8-K

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 12, 2016

Iridium Communications Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-33963

26-1344998

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer
Identification No.)

1750 Tysons Boulevard, Suite 1400

McLean, VA 22102

(Address of principal executive offices, including zip code)

(703) 287-7400

(Registrant’s telephone number, including area code)

N/A

(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:

¨	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.

The Annual Meeting of Stockholders (the “Annual Meeting”) of Iridium Communications Inc. (the “Company”) was held on May 12, 2016 in McLean, Virginia. Of the 95,507,344 shares outstanding as of the record date, 87,447,868 shares, or approximately 91.56%, were present or represented by proxy at the meeting. Set forth below are the results of the matters submitted for a vote of stockholders at the Annual Meeting.

Proposal 1 — Election of Directors

The following twelve (12) directors were elected to serve for one-year terms until the 2017 Annual Meeting of Stockholders and until their respective successors are elected and qualified.


Name	Votes For		Votes Withheld		Broker Non-Votes
Robert H. Niehaus		70,134,655		287,754		17,025,459
Thomas C. Canfield		70,184,437		237,972		17,025,459
Matthew J. Desch		70,256,780		165,629		17,025,459
Thomas J. Fitzpatrick		65,912,983		4,509,426		17,025,459
Jane L. Harman		68,371,913		2,050,496		17,025,459
Alvin B. Krongard		70,073,073		349,336		17,025,459
Admiral Eric T. Olson (Ret.)		70,278,080		144,329		17,025,459
Steven B. Pfeiffer		70,254,978		167,431		17,025,459
Parker W. Rush		70,206,464		215,945		17,025,459
Henrik O. Schliemann		70,281,325		141,084		17,025,459
S. Scott Smith		69,453,535		968,874		17,025,459
Barry J. West		70,271,794		150,615		17,025,459

Proposal 2 — Approval, on an Advisory Basis, of the Compensation of the Company’s Named Executive Officers.


For	Against	Abstain	Broker Non-Votes
64,386,309	5,874,318	161,782	17,025,459

Proposal 3 — Ratification of the Appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2016.


For	Against	Abstain	Broker Non-Votes
87,039,831	283,650	124,387	—

Item 7.01

Regulation FD Disclosure.

On May 13, 2016, the Company announced that its board of directors had declared a cash dividend on its 6.75% Series B Cumulative Perpetual Convertible Preferred Stock of $4.21875 per share, representing a dividend for the period from and including March 16, 2016 through June 15, 2016. The dividend is payable on June 15, 2016, to all stockholders of record as of June 1, 2016.

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.