Attached files
| file | filename |
|---|---|
| EX-10.1 - EXHIBIT - HAEMONETICS CORP | a2005long-termincentivepla.htm |
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) July 23, 2014
HAEMONETICS CORPORATION
(Exact name of registrant as specified in its charter)
Massachusetts | 001-14041 | 04-2882273 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||
400 Wood Road | ||
Braintree Massachusetts | 02184 | |
(Address of principal executive offices) | (Zip Code) | |
Registrant's telephone number, including area code 781-848-7100
(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): | |
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)) |
ITEM 1.01 Entry into a Material Definitive Agreement.
On July 23, 2014, the Haemonetics Corporation stockholders and Board of Directors approved an amendment to the Haemonetics Corporation 2005 Long-Term Incentive Compensation Plan to (i) increase the number of shares issuable under the Plan by 4,800,000 shares, (ii) extend the term of the Plan, and (iii) alter the rate at which certain awards are counted toward Plan limits. A restated copy of the Plan is filed herewith as Exhibit 10.1.
ITEM 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(b) On July 23, 2014, Paul Black notified Haemonetics Corporation (the "Company") that after serving on the board since 2011, he will resign his position effective July 31, 2014. Mr. Black's decision was based on his desire to focus more of his time in his role as Chief Executive Officer and President of Allscripts Healthcare Solutions, Inc., a public healthcare solutions company, and does not reflect any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.
.
ITEM 5.07 Submission of Matters to a Vote of Security Holders.
Haemonetics Corporation's Annual Meeting of Stockholders was held on July 23, 2014. At the Meeting:
1. | Brian P. Concannon, Ronald L. Merriman and Charles J. Dockendorff were elected to serve as directors of Haemonetics Corporation; |
2. | Amendments to the Haemonetics Corporation 2005 Long-Term Incentive Compensation Plan which (i) increase the total number of shares available for grant, (ii) extend the term of the Plan, and (iii) alter the rate at which certain awards are counted toward Plan limits were approved; |
3. | Advisory vote regarding the compensation of our named executive officers was approved; and |
4. | The selection of Ernst & Young LLP to serve as the independent registered public accounting firm of Haemonetics Corporation for fiscal year 2015 was ratified. |
Below are the number of votes cast for or against, the number of abstentions, the number of votes withheld and the number of broker non-votes:
Election of Directors:
Director | Votes For | Withheld | Non-Vote |
Brian P. Concannon | 45,232,892 | 796,976 | 1,750,862 |
Ronald L Merriman | 43,917,863 | 2,112,005 | 1,750,862 |
Charles J. Dockendorff | 45,244,673 | 785,195 | 1,750,862 |
Amendments to Long-Term Incentive Compensation Plan:
Votes For | Votes Against | Abstain | Non-Vote |
38,665,307 | 7,326,124 | 38,437 | 1,750,862 |
Executive Compensation:
Votes For | Votes Against | Abstain | Non-Vote |
31,864,841 | 14,120,824 | 44,203 | 1,750,862 |
Ratification of Auditors:
Votes For | Votes Against | Abstain |
47,191,797 | 578,154 | 10,779 |
ITEM 9.01 Financial Statements and Exhibits.
Exhibit Index
No. Description
10.1 Haemonetics Corporation 2005 Long-Term Incentive Compensation Plan, as amended
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.
HAEMONETICS CORPORATION | ||||
(Registrant) | ||||
Date: July 25, 2014 | By: | /s/ Christopher Lindop | ||
Christopher Lindop, Chief Financial Officer | ||||
and Executive Vice President Business Development | ||||