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): April 30, 2013
SELECT MEDICAL HOLDINGS CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware |
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001-34465 |
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20-1764048 |
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(State or other jurisdiction of |
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(Commission File |
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(I.R.S. Employer Identification No.) |
4714 Gettysburg Road, P.O. Box 2034
Mechanicsburg, PA 17055
(Address of principal executive offices) (Zip Code)
(717) 972-1100
(Registrant’s telephone number, including area code)
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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 Select Medical Holdings Corporation (the “Company”) was held on April 30, 2013. At the Annual Meeting, the Company’s stockholders approved four proposals. The proposals below are described in the Company’s definitive proxy statement dated March 15, 2013. The results are as follows:
Proposal 1: The Election of Three Class I Directors to the Board of Directors
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Name |
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Votes For |
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Votes Withheld |
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Abstentions |
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Broker Non-Votes |
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Russell L. Carson |
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120,165,120 |
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5,323,721 |
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0 |
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6,165,468 |
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James S. Ely III |
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121,999,997 |
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3,488,844 |
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0 |
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6,165,468 |
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William H. Frist |
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121,999,297 |
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3,489,544 |
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0 |
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6,165,468 |
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Proposal 2: Non-Binding Advisory Vote on the Compensation of the Company’s Named Executive Officers
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Votes For |
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Votes Against |
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Abstentions |
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Broker Non-Votes |
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123,299,746 |
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2,082,237 |
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106,858 |
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6,165,468 |
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Proposal 3: Ratification of the Appointment of PricewaterhouseCoopers LLP as the Company’s Independent Registered Public Accounting Firm for the Fiscal Year Ending December 31, 2013
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Votes For |
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Votes Against |
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Abstentions |
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Broker Non-Votes |
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131,011,219 |
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619,217 |
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23,873 |
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0 |
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Proposal 4: Approval of the Select Medical Holdings Corporation Amended and Restated Executive Bonus Plan
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Votes For |
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Votes Against |
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Abstentions |
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Broker Non-Votes |
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124,421,976 |
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1,000,244 |
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66,621 |
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6,165,468 |
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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.
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SELECT MEDICAL HOLDINGS CORPORATION | |
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Date: May 2, 2013 |
By: |
/s/ Michael E. Tarvin |
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Michael E. Tarvin |
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Executive Vice President, General Counsel and Secretary |