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): May 24, 2011

HEALTHCARE SERVICES GROUP, INC.
(Exact name of registrant as specified in its charter)

         
Pennsylvania   0-12015   23-2018365
(State or other Jurisdiction of Incorporation)   (Commission File Number)   (IRS Employer Identification No.)
     
3220 Tillman Drive-Suite 300, Bensalem, Pennsylvania
  19020
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: 215-639-4274

 
 
(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:

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))

 
 

 

1


 

Item 5.07 Submission of Matters to a Vote of Security Holders
On May 24, 2011, Healthcare Services Group, Inc. held its annual meeting of shareholders for the purposes of electing nine directors for a one-year term or until their successors are elected and qualified to fill the expiring terms of such directors.
All of the Company’s nominees for Director received the requisite plurality (i.e. the highest number of votes of the Company’s common stock in accordance with the bylaws of the Company and Section 1758 of the Pennsylvania Business Corporation Law) of the votes cast by the holders of shares present at the meeting in person or by proxy and entitled to vote thereon, and, accordingly, were elected to the Board of Directors for the ensuing year and until their successors are duly elected and qualified. The number of votes cast for and withheld from each nominee is set forth below:
                 
    VOTES     VOTES  
    FOR     WITHHELD  
Daniel P. McCartney
    39,885,753       17,100,118  
Joseph F. McCartney
    37,712,189       19,273,682  
Robert L. Frome
    38,768,700       18,217,171  
Michael E. McBryan
    37,943,836       19,042,036  
Diane S. Casey
    42,741,974       14,252,178  
Robert J. Moss
    39,432,901       17,561,251  
John M. Briggs
    28,448,552       28,545,600  
Dino D. Ottaviano
    42,728,623       14,265,529  
Theodore Wahl
    27,211,436       29,774,435  

 

 


 

The proposal for the ratification of the selection of Grant Thornton LLP as the Company’s independent registered public accountants for the current fiscal year ending December 31, 2011 has received a plurality of the votes cast as follows:
                         
FOR   AGAINST     ABSTAIN     BROKER NON-VOTE  
62,472,513
    975,963       29,036       -0-  
The proposal to approve, by non-binding advisory vote, the compensation of the Company’s named executive officers was approved based upon the following votes:
                         
FOR   AGAINST     ABSTAIN     BROKER NON-VOTE  
55,663,419
    528,646       802,080       6,483,366  
The proposal to recommend, by non-binding advisory vote, the frequency of the vote to approve the compensation of the named executive officers received the following votes (accordingly, the Shareholders approved a one year frequency):
                                 
1 YEAR   2 YEARS     3 YEARS     ABSTENTIONS     BROKER NON-VOTE  
42,129,249
    248,058       13,780,394       836,435       6,483,375  

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.
         
 
      HEALTHCARE SERVICES GROUP, INC.
 
     
May 26, 2011
      /S/ Richard W. Hudson
Date
      Chief Financial Officer and Secretary