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): June 6, 2013
SAPIENT CORPORATION
(Exact Name of Registrant as Specified in Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
0-28074 |
04-3130648 | |
(Commission File Number) |
(IRS Employer Identification No.) | |
131 Dartmouth Street, Boston, MA |
02116 | |
(Address of Principal Executive Offices) | (Zip Code) |
(617) 621-0200
(Registrants Telephone Number, Including Area Code)
Not Applicable
(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 (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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On June 6, 2013, the Board of Directors of Sapient Corporation (the Company) reappointed Joseph S. Tibbetts, Jr., the Companys Senior Vice President, Chief Financial Officer and Treasurer, as Chief Accounting Officer. Prior to Mr. Tibbetts reappointment, the role of Chief Accounting Officer was fulfilled by Karl Stubelis, the Companys Vice President Finance and former Corporate Controller, who will be assuming other responsibilities in the Company.
Mr. Tibbetts, who is 60 years old, has served as Chief Financial Officer since joining the Company in October 2006, and began serving as the Companys Treasurer in December 2012. He also served as the Companys Chief Accounting Officer from 2009 to 2012 and as Managing Director SapientNitro Asia Pacific from 2010 to 2012. Prior to the Company, Mr. Tibbetts was the Chief Financial Officer of Novell, Inc. from 2003 to 2006 and prior to that he held a variety of senior financial management positions at Charles River Ventures, Lightbridge, Inc., and SeaChange International, Inc. Mr. Tibbetts was also formerly a partner with Price Waterhouse LLP (now PricewaterhouseCoopers LLP). There are no family relationships between Mr. Tibbetts and any other officers or any of the directors of the Company. Additionally, no change was made in Mr. Tibbetts compensation in connection with his reappointment as Chief Accounting Officer.
Item 5.07 Submission of Matters to a Vote of Security Holders.
The following is a brief description of, and voting results for, each matter voted on by the Companys stockholders at the 2013 Annual Meeting of Stockholders, which was held on June 6, 2013:
Proposal One Election of Directors
Each of the Companys nine director nominees were elected to serve on the Companys Board of Directors until its 2014 Annual Meeting of Stockholders, as follows:
Director |
For | Withheld | Abstain | Broker Non-Votes | ||||||||||||||||
James M. Benson |
125,881,554 | 2,294,036 | 69,764 | 6,862,883 | ||||||||||||||||
Hermann Buerger |
126,041,436 | 2,134,154 | 69,764 | 6,862,883 | ||||||||||||||||
Jerry A. Greenberg |
126,766,533 | 1,410,303 | 68,518 | 6,862,883 | ||||||||||||||||
Alan J. Herrick |
125,831,212 | 2,006,853 | 407,289 | 6,862,883 | ||||||||||||||||
J. Stuart Moore |
127,229,189 | 705,858 | 310,307 | 6,862,883 | ||||||||||||||||
Robert L. Rosen |
124,690,602 | 3,485,072 | 69,680 | 6,862,883 | ||||||||||||||||
Eva M. Sage-Gavin |
127,586,842 | 616,857 | 41,655 | 6,862,883 | ||||||||||||||||
Ashok Shah |
126,175,689 | 2,000,789 | 68,876 | 6,862,883 | ||||||||||||||||
Vijay Singal |
126,612,593 | 1,563,885 | 68,876 | 6,862,883 |
Proposal Two Appointment of Independent Registered Public Accounting Firm
The appointment of PricewaterhouseCoopers LLP as the Companys independent registered public accounting firm for fiscal year 2013 was ratified, as follows:
For |
Against | Abstained | Broker Non-Votes | ||||||||||||
128,602,154 |
6,212,274 | 293,809 | N/A |
Proposal Three Stockholder Advisory Vote on Executive Compensation:
The Companys stockholders approved, on an advisory basis, the compensation paid to the Companys named executive officers. The voting results are as follows:
For |
Against | Abstained | Broker Non-Votes | ||||||||||||
98,884,154 |
25,457,728 | 3,903,472 | 6,862,883 |
SIGNATURE
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: June 10, 2013 | SAPIENT CORPORATION (Registrant) | |||||
/s/ Joseph A. LaSala, Jr. | ||||||
Joseph A. LaSala, Jr. | ||||||
Senior Vice President, General Counsel and | ||||||
Secretary |