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8-K - FORM 8-K - EDGEWATER TECHNOLOGY INC/DE/f8k_060614.htm
EX-99.1 - EXHIBIT 99.1 - EDGEWATER TECHNOLOGY INC/DE/exh_991.htm
EXHIBIT 99.2
Edgewater Technology, Inc.
2014 Annual Meeting
Report of Matters Voted Upon by Stockholders

1.
The 2014 Annual Meeting of Stockholders of Edgewater Technology, Inc. (the “Company”) was held at the Sheraton Colonial Boston North Hotel & Conference Center, One Audubon Road, Wakefield, Massachusetts, on June 4, 2014 commencing at 10:00 a.m. pursuant to notice properly given (the “Annual Meeting”).

2.
 At the close of business on April 14, 2014, the record date for the determination of stockholders entitled to vote at the Annual Meeting, the outstanding voting securities of the Company were 11,218,964 shares of common stock, $0.01 par value.  Each of the outstanding shares was entitled to one vote on the matters to come before the Annual Meeting.

3.
At the Annual Meeting 9,834,575, or 88%, of the Company’s issued and outstanding shares of common stock were represented in person or by proxy, constituting a quorum.

4.
At the Annual Meeting, each of the following nominees for director received the respective number of votes set forth opposite his or her name, constituting a plurality of the votes cast, and was duly elected as a director of the Company.

   
Number of
 
Number of Votes
 
Broker
Nominee
 
Votes “FOR”
 
“WITHHELD”
 
Non-Votes
             
Shirley Singleton
 
7,695,604
 
483,152
 
1,655,819
Paul E. Flynn
 
7,776,565
 
402,191
 
1,655,819
Paul Guzzi
 
7,776,820
 
401,936
 
1,655,819
Nancy L. Leaming
 
7,776,565
 
402,191
 
1,655,819
Michael Loeb
 
7,697,290
 
481,466
 
1,655,819
Wayne Wilson
 
7,697,846
 
480,910
 
1,655,819

5.
The following table states the tally of the votes cast to approve (on a non-binding, advisory basis) the Company’s named executive officer compensation.

Votes
“FOR”
 
Votes
“AGAINST”
 
Votes
“ABSTAINING”
 
Broker
Non-Votes
             
5,106,143
 
749,160
 
2,323,453
 
1,655,819
 
6.
The following table states the tally of the votes cast to ratify the appointment of BDO USA, LLP as Edgewater’s independent registered public accountants for the fiscal year ending December 31, 2014.

Votes
“FOR”
 
Votes
“AGAINST”
 
Votes
“ABSTAINING”
 
Broker
Non-Votes
             
9,715,619
 
22,268
 
96,688
 
0