Business Context and Reporting Period
This Form 8-K filing by Henry Schein, Inc. reports on the results of the Annual Meeting of Stockholders held on May 28, 2014. The filing details the outcomes of three specific proposals submitted to security holders for a vote.
Key Financial Metrics
This filing is a current report regarding corporate governance and voting results. It does not provide financial data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. Investors should refer to the company's Form 10-K or 10-Q for financial performance details.
Material Changes and Voting Results
The filing reports the following material outcomes from the Annual Meeting:
- Election of Directors: All fourteen nominees were elected to terms expiring in 2015. The highest number of "For" votes was received by E. Dianne Rekow (74,658,389), while the lowest was received by Stanley M. Bergman (70,289,430). All nominees received significantly more "For" votes than "Withheld" votes.
- Say-on-Pay Proposal: The non-binding proposal to approve the 2013 compensation paid to Named Executive Officers was approved.
- For: 71,394,435
- Against: 2,917,411
- Abstain: 454,212
- Ratification of Auditors: The selection of BDO USA, LLP as the independent registered public accounting firm for the fiscal year ending December 27, 2014, was ratified.
- For: 78,850,058
- Against: 224,422
- Abstain: 124,596
Guidance, Outlook, and Risks
This filing contains no management commentary, financial guidance, outlook, risk factors, or discussion of contingencies. It is strictly a disclosure of voting results.
Key Facts for Investor Verification
- Verify the tenure of the newly elected board members, with terms expiring in 2015.
- Confirm the appointment of BDO USA, LLP as the auditor for the fiscal year ending December 27, 2014.
- Note the level of shareholder support for executive compensation (approximately 95% "For" vote on the say-on-pay proposal).
- Review the company's most recent 10-K or 10-Q for financial performance data, as this 8-K contains none.