Current Report Filing (8-k)
13 Mayo 2016 - 3:21PM
Edgar (US Regulatory)
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
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Date of Report (Date of Earliest Event Reported):
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May 12, 2016
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Nutrisystem, Inc.
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(Exact name of registrant as specified in its charter)
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Delaware
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0-28551
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23-3012204
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_____________________
(State or other jurisdiction
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_____________
(Commission
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______________
(I.R.S. Employer
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of incorporation)
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File Number)
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Identification No.)
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Fort Washington Executive Center, 600 Office Center Drive, Fort Washington, Pennsylvania
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19034
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_________________________________
(Address of principal executive offices)
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___________
(Zip Code)
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Registrants telephone number, including area code:
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215-706-5300
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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
Nutrisystem, Inc. (the
Company
) held its annual meeting of stockholders on May 12, 2016. The
following proposals were submitted by the Board of Directors to a vote of the Companys
stockholders and the final results of the voting on each proposal are noted below.
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Proposal 1
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Election of Directors
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The stockholders elected the following individuals to serve as Directors until the Companys 2017
Annual Meeting of Stockholders as follows:
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Name
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Votes For
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Votes Withheld
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Broker Non-Votes
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Robert F. Bernstock
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24,263,750
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133,819
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2,530,931
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Paul Guyardo
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24,306,808
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90,761
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2,530,931
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Michael J. Hagan
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24,298,862
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98,707
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2,530,931
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Jay Herratti
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24,323,223
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74,346
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2,530,931
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Michael D. Mangan
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24,324,086
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73,483
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2,530,931
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Brian P. Tierney
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24,300,570
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96,999
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2,530,931
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Andrea M. Weiss
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24,249,071
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148,498
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2,530,931
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Dawn M. Zier
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24,310,586
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86,983
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2,530,931
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Proposal 2
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Ratification of Independent Registered Public Accounting Firm
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The stockholders ratified the appointment of KPMG LLP as the Companys independent registered
public accounting firm for the fiscal year ending December 31, 2016 as follows:
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Votes For
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Votes Against
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Votes Abstained
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26,642,231
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233,269
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53,000
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Proposal 3
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Advisory Vote to Approve Named Executive Officers Compensation
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The stockholders approved the compensation paid to the Companys named executive officers as
disclosed in the Companys proxy statement as follows:
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Votes For
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Votes Against
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Votes Abstained
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Votes Abstained
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24,090,309
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238,023
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69,237
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2,530,931
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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.
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Nutrisystem, Inc.
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May 13, 2016
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By:
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/s/ Ralph J. Mauro
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Name: Ralph J. Mauro
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Title: SVP & General Counsel
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