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): February 26, 2016

 

 

CIVITAS SOLUTIONS, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-36623   65-1309110
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)

313 Congress Street, 6th Floor

Boston, Massachusetts 02210

(Address of principal executive offices, including Zip Code)

(617) 790-4800

(Registrant’s telephone number, including area code)

 

(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.

On February 26, 2016, Civitas Solutions, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “2016 Annual Meeting”). At the 2016 Annual Meeting, the Company’s stockholders elected each of the Company’s three nominees to serve on the Company’s Board of Directors until the Company’s 2019 annual meeting of stockholders, approved the compensation of the Company’s named executive officers on an advisory basis and ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm.

The results of the voting were as follows:

 

     Votes For      Votes
Withheld
     Broker
Non-Votes
 

Election of Directors

        

Kevin A. Mundt

     32,673,394         2,379,050         1,233,602   

Gregory S. Roth

     34,937,200         115,244         1,233,602   

Guy Sansone

     34,913,746         138,698         1,233,602   

Accordingly, the three nominees received the highest number of votes cast and therefore each of the three nominees was elected to serve as a director.

 

     Votes For      Votes Against      Abstentions      Broker
Non-Votes
 

Advisory Vote on Named Executive Officer Compensation

     35,022,267         30,117         60         1,233,602   

Accordingly, a majority of votes cast in the advisory vote on named executive officer compensation were “for” the approval of executive compensation as disclosed in the Company’s proxy statement.

 

     Votes For      Votes Against      Abstentions  

Ratification of Independent Registered Public Accounting Firm

     36,253,739         31,506         801   

Accordingly, a majority of votes cast on the ratification of auditors were in favor of the proposal and the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm was ratified.


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.

 

    CIVITAS SOLUTIONS, INC.
   

/s/ Bruce F. Nardella

Date: February 29, 2016     Name:   Bruce F. Nardella
    Title:  

Chairman, Chief Executive Officer & President