OSI Systems, Inc.
OSI SYSTEMS INC (Form: 8-K, Received: 12/12/2017 13:01:13)

 

 

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): DECEMBER 11, 2017

 


 

OSI SYSTEMS, INC.

(EXACT NAME OF REGISTRANT SPECIFIED IN CHARTER)

 


 

DELAWARE

 

000-23125

 

330238801

(STATE OR OTHER JURISDICTION
OF INCORPORATION)

 

(COMMISSION
FILE NUMBER)

 

(IRS EMPLOYER
IDENTIFICATION NO.)

 

12525 CHADRON AVENUE

HAWTHORNE, CA 90250

(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)

 

(310) 978-0516

(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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company     o

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.     o

 

 

 



 

Item 5.07    Submission of Matters to a Vote of Security Holders

 

OSI Systems, Inc. (the “Company”) held its Annual Meeting of Stockholders on December 11, 2017. The results of the proposals voted on by the Company’s stockholders at the Annual Meeting were as follows:

 

1. Election of Directors

 

Name

 

For

 

Withheld

 

Broker Non-votes

 

Deepak Chopra

 

15,625,377

 

540,005

 

1,535,061

 

Ajay Mehra

 

15,392,906

 

772,476

 

1,535,061

 

Steven C. Good

 

15,236,008

 

929,374

 

1,535,061

 

Meyer Luskin

 

14,683,090

 

1,482,292

 

1,535,061

 

William F. Ballhaus

 

15,849,871

 

315,511

 

1,535,061

 

James B. Hawkins

 

13,258,170

 

2,907,212

 

1,535,061

 

Gerald Chizever

 

15,599,514

 

565,868

 

1,535,061

 

 

The seven nominees who received the highest number of votes (all of the above individuals) were elected to the Board of Directors and will serve as directors until the Company’s next annual meeting and until their successors are elected and qualified.

 

2. Ratification of the appointment of Moss Adams LLP as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2018

 

For

 

Against

 

Abstentions

 

Broker Non-votes

 

17,147,952

 

501,931

 

50,560

 

0

 

 

The proposal was approved.

 

3. Approval of Amended and Restated OSI Systems, Inc. 2012 Incentive Award Plan

 

For

 

Against

 

Abstentions

 

Broker Non-votes

 

14,706,751

 

1,412,685

 

45,946

 

1,535,061

 

 

The proposal was approved.

 

4. Advisory vote on the Company’s executive compensation for the fiscal year ended June 30, 2017

 

For

 

Against

 

Abstentions

 

Broker Non-votes

 

15,603,065

 

282,279

 

280,038

 

1,535,061

 

 

The proposal was approved.

 

5. Advisory vote on the determination of the frequency of the advisory vote on the Company’s executive compensation.

 

1 Year

 

2 Years

 

3 Years

 

Abstentions

 

Broker Non-
Votes

 

13,202,539

 

4,616

 

2,915,351

 

42,876

 

1,535,061

 

 

In light of the voting results with respect to the frequency of stockholder votes on executive compensation, the Company’s Board of Directors has decided that the Company will hold an annual advisory vote on the compensation of named executive officers.

 

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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.

 

 

 

OSI SYSTEMS, INC.

Date: December 11, 2017

 

 

 

 

 

 

By:

/ S/ VICTOR SZE

 

 

Victor Sze

 

 

Executive Vice President,

 

 

General Counsel, and Secretary

 

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