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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
(Exact name of registrant as specified in its charter)
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(IRS Employer Identification No.) |
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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)) |
Securities registered pursuant to Section 12(b) of the Act:
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Trading |
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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
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. ☐
| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
(a) The Company’s annual meeting of shareholders was held on November 16, 2022 virtually, via web access. As of the record date, October 10, 2022, there were a total of 30,905,050 shares of Common Stock outstanding and entitled to vote at the annual meeting. At the annual meeting, 26,944,529 shares of Common Stock were represented in person or by proxy, which constituted a quorum to conduct business at the annual meeting.
(b) Set forth below are the matters acted upon by the Company’s shareholders at the annual meeting and the final voting results on each such matter.
| (1) | The nominees named below were elected to serve as a member of the Board of Directors of the Company for a one-year term until the 2023 annual meeting of shareholders or until their respective successors are duly elected and qualified, and the voting results were as follows: |
| Nominee |
Votes For | Votes Withheld |
Broker Non-Votes |
|||||||||
| Hans U. Benz |
15,165,076 | 7,478,468 | 4,300,984 | |||||||||
| Pavan Bhalla |
19,059,926 | 5,583,618 | 4,300,984 | |||||||||
| Neil D. Eckert |
14,352,116 | 8,291,428 | 4,300,984 | |||||||||
| Rolf Herter |
19,103,735 | 3,539,809 | 4,300,984 | |||||||||
| Hans Ueli Keller |
14,683,024 | 7,960,520 | 4,300,984 | |||||||||
| George W. Hebard III |
14,672,019 | 7,971,525 | 4,300,984 | |||||||||
| Priyanka Kaul |
19,970,591 | 2,672,953 | 4,300,984 | |||||||||
| Robin Raina |
20,241,896 | 2,401,648 | 4,300,984 | |||||||||
| (2) | The selection of KG Somani & Co. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022 was ratified, and the voting results were as follows: |
| Votes For |
Votes Against |
Abstentions | ||
| 26,451,938 | 430,997 | 61,593 |
| (3) | The compensation paid to Ebix’s named executive officers was approved with the following voting results: |
| Votes For |
Votes Against |
Abstentions |
Broker Non-Votes | |||
| 12,559,794 | 10,057,059 | 26,691 | 4,300,984 |
There were no other items of business raised during the meeting and the meeting was duly adjourned.
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.
| Date: November 16, 2022 | ||||||
| EBIX, INC. | ||||||
| By: | /s/ Charles M. Harrell | |||||
| Name: | Charles M. Harrell | |||||
| Title: | General Counsel | |||||
