Q2 2015 Annual Meeting - Form 8K

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): May 14, 2015


GREATBATCH, INC.
(Exact Name of Registrant as Specified in Charter)

Delaware
 
1-16137
 
16-1531026
(State or Other Jurisdiction of Incorporation)
 
(Commission File Number)
 
(IRS Employer Identification Number)
 
 
 
 
 
2595 Dallas Parkway, Suite 310, Frisco, Texas
 
 
 
75034
(Address of Principal Executive Offices)
 
 
 
(Zip Code)

Registrant’s telephone number, including area code: (716) 759-5600

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 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 2015 Annual Meeting of Stockholders of Greatbatch, Inc. was held on May 14, 2015. At the 2015 Annual Meeting, stockholders approved each of management’s proposals which consisted of (i) the election of eight (8) directors, all of whom were then serving as directors of Greatbatch, Inc., for a term of one (1) year and until their successors are elected and qualified; (ii) the ratification of the appointment of Deloitte & Touche LLP as the independent registered public accounting firm of Greatbatch, Inc. for fiscal year 2015; and (iii) the approval, on an advisory basis, of the compensation of Greatbatch, Inc.’s named executive officers.

The voting results for each proposal, including the votes for and against or withheld, and any abstentions or broker non-votes, are described below. Abstentions and broker non-votes (if applicable) were counted for purposes of determining whether a quorum was present but were not treated as votes cast. Therefore, abstentions and broker non-votes did not have the effect of a vote for or against such proposal and were not counted in determining the number of votes required for approval. The following table reflects the tabulation of the votes with respect to each director who was elected at the 2015 Annual Meeting:

Name:
Shares FOR:
Shares WITHHELD:
Broker NON VOTE:
Pamela G. Bailey
22,666,535
632,958
1,156,022
Anthony P. Bihl III
23,081,035
218,458
1,156,022
Joseph W. Dziedzic
23,064,643
234,850
1,156,022
Thomas J. Hook
22,944,352
355,141
1,156,022
Dr. Joseph A. Miller, Jr.
22,969,507
329,986
1,156,022
Bill R. Sanford
22,684,137
615,356
1,156,022
Peter H. Soderberg
22,646,461
653,032
1,156,022
William B. Summers, Jr.
22,958,528
340,965
1,156,022

The following table reflects the tabulation of the votes with respect to the ratification of the appointment of Deloitte & Touche LLP as the independent registered public accounting firm of Greatbatch, Inc. for fiscal year 2015:

Shares FOR:
23,793,540
Shares AGAINST:
647,146
Shares ABSTAINING:
14,829

The following table reflects the tabulation of the votes with respect to the approval, on an advisory basis, of the compensation of Greatbatch, Inc.’s named executive officers:

Shares FOR:
22,624,550
Shares AGAINST:
613,141
Shares ABSTAINING:
61,802
Broker NON VOTE:
1,156,022




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 thereunto duly authorized.


Dated: May 14, 2015

GREATBATCH, INC.


By: /s/ TIMOTHY G. MCEVOY .                                    
Timothy G. McEvoy
Senior Vice President, General Counsel & Secretary