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): September 13, 2012
 
ePlus inc.
 
(Exact name of registrant as specified in its charter)

 
Delaware
 
1-34167
 
54-1817218
(State or other jurisdiction of incorporation or organization)
 
(Commission File Number)
 
(I.R.S. Employer Identification No.)

 
 
13595 Dulles Technology Drive Herndon, VA 20171-3413
 
(Address, including zip code, of principal executive offices)
 
Registrant’s telephone number, including area code: (703) 984-8400
 
 
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 (see General Instruction A.2 below):
 
 
[] 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.

The Annual Meeting of Shareholders of ePlus inc. was held on September 13, 2012.  There were present, in person or by proxy, holders of 7,440,066 shares of our common stock, or 92.31% of all shares of common stock eligible to be voted at the meeting. The final voting results on all matters are disclosed below.

1.  Election of the following directors to serve until the next annual meeting of shareholders or until their successors are elected and qualified (included as Item 1 in the proxy statement).  Each nominee for director was elected by a vote of the shareholders as follows:

 
For
Withheld
Broker Non-Vote
Phillip G. Norton
6,058,416
 
86,114
 
1,295,536
 
Bruce M. Bowen
6,058,416
 
86,114
 
1,295,536
 
C. Thomas Faulders
5,920,149
 
224,381
 
1,295,536
 
Terrence O’Donnell
5,863,974
 
280,556
 
1,295,536
 
Lawrence S. Herman
5,916,009
 
228,521
 
1,295,536
 
Milton E. Cooper, Jr.
6,068,740
 
75,790
 
1,295,536
 
John E. Callies
5,922,636
 
221,894
 
1,295,536
 
Eric D. Hovde
6,068,337
 
76,193
 
1,295,536
 

Each nominee was elected a director of ePlus inc.

2.  Approval of the 2012 Employee Long-Term Incentive Plan (included as Annex A in the proxy statement).  The proposal was approved by a vote of shareholders as follows:

 
For:
6,068,850
 
Against:
74,255
 
Abstain:
1,425
 
Broker non-votes:
1,295,536

3.  The advisory vote on the compensation of our named executive officers, as disclosed in our proxy statement (included as Item 3 in the proxy statement), was approved by the following vote:

 
For:
6,130,435
 
Against:
9,036
 
Abstain:
5,059
 
Broker non-votes:
1,295,536

4.  Ratification of the appointment of Deloitte & Touche LLP as independent registered public accounting firm for fiscal year 2013 (included as Item 4 in the proxy statement).  The proposal was approved by a vote of shareholders as follows:

 
For:
7,399,101
 
Against:
40,395
 
Abstain:
570
 
Broker non-votes:
0



 
 
 

 

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.
 
 
   
 ePlus inc.
   
         
   
By: /s/ Elaine D. Marion 
   
   
 Elaine D. Marion
   
   
 Chief Financial Officer
   
 
 
 
Date: September 17, 2012