Document

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): June 18, 2018
 
 
DAVITA INC.
(Exact name of registrant as specified in its charter)
 
 
 
 
 
 
 
Delaware
 
1-14106
 
No. 51-0354549
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
2000 16th Street
Denver, CO 80202
(Address of principal executive offices including Zip Code)
(303) 405-2100
(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:
 
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 240.425)
 
¨
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.
On June 18, 2018, the Company held its annual meeting of stockholders in Denver, Colorado. Represented in person or by proxy at the annual meeting were 151,273,233 shares of the Company’s common stock, or 86.22% of its outstanding shares of common stock. The results of matters submitted to a stockholder vote at the annual meeting are as follows:
Item 1. Election of Directors.
Ten board nominees for director were elected by a majority of the votes cast for a term of one year or until their successors are duly elected and qualified. The voting results are as follows:
 
 
 
 
 
 
 
 
 
 
Name of Nominee
 
For
 
Against
 
Abstain
 
Broker non-votes
Pamela M. Arway
 
135,779,007
 
2,408,010
 
79,065
 
13,007,151
Charles G. Berg
 
137,099,368
 
1,077,190
 
89,524
 
13,007,151
Barbara J. Desoer
 
137,770,639
 
416,412
 
79,031
 
13,007,151
Pascal Desroches
 
136,275,658
 
1,907,716
 
82,708
 
13,007,151
Paul J. Diaz
 
135,592,872
 
2,585,261
 
87,949
 
13,007,151
Peter T. Grauer
 
132,553,785
 
4,828,199
 
884,098
 
13,007,151
John M. Nehra
 
136,294,231
 
1,882,291
 
89,560
 
13,007,151
William L. Roper
 
135,660,565
 
1,725,592
 
879,925
 
13,007,151
Kent J. Thiry
 
131,929,896
 
6,043,213
 
292,973
 
13,007,151
Phyllis R. Yale
 
136,890,267
 
1,183,633
 
192,182
 
13,007,151
Item 2. Ratification of appointment of independent registered public accounting firm.
The stockholders ratified the appointment of KPMG LLP as the Company's independent registered public accounting firm for 2018. The voting results are as follows:
 
 
 
 
 
 
For
 
Against
 
Abstain
149,285,013
 
1,746,529
 
241,691
Item 3. Advisory vote to approve named executive officer compensation.
The proposal received the vote of a majority of the shares represented and entitled to vote at the meeting. The voting results are as follows:
 
 
 
 
 
 
 
 
For
 
Against
 
Abstain
 
Broker non-votes
131,142,468
 
7,027,328
 
96,286
 
13,007,151
Item 4. Stockholder proposal regarding modification of proxy access bylaw.
The stockholder proposal received the vote of less than a majority of the shares represented and entitled to vote at the meeting. The voting results are as follows:
 
 
 
 
 
 
 
 
For
 
Against
 
Abstain
 
Broker non-votes
26,203,163
 
111,785,692
 
277,227
 
13,007,151









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.
 
 
 
 
 
 
 
 
 
 
 
 
DAVITA INC.
 
 
 
 
Date: June 22, 2018
 
 
 
By:
 
/s/  Samantha A. Caldwell
 
 
 
 
 
 
Samantha A. Caldwell
 
 
 
 
 
 
Corporate Secretary