UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 20, 2015
Fiserv, Inc.
(Exact Name of Registrant as Specified in Charter)
| Wisconsin | 0-14948 | 39-1506125 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
255 Fiserv Drive, Brookfield, Wisconsin 53045
(Address of Principal Executive Offices, Including Zip Code)
(262) 879-5000
(Registrant’s telephone number, including area code)
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:
| ¨ | 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. |
Fiserv, Inc. (“Fiserv”) held its annual meeting of shareholders on May 20, 2015. At that meeting, the shareholders voted on four matters as follows:
Election of Directors
Fiserv’s shareholders elected 10 directors to serve until the annual meeting of shareholders in 2016 and until each of their successors is elected and qualified by the following votes:
| Votes Cast | ||||||||||||
| For | Withheld | Broker Non-Votes | ||||||||||
| Alison Davis |
190,273,267 | 2,874,937 | 21,242,161 | |||||||||
| Christopher M. Flink |
191,513,245 | 1,634,959 | 21,242,161 | |||||||||
| Daniel P. Kearney |
190,457,829 | 2,690,375 | 21,242,161 | |||||||||
| Dennis F. Lynch |
190,045,415 | 3,102,789 | 21,242,161 | |||||||||
| Denis J. O’Leary |
191,436,756 | 1,711,448 | 21,242,161 | |||||||||
| Glenn M. Renwick |
184,141,473 | 9,006,731 | 21,242,161 | |||||||||
| Kim M. Robak |
190,460,125 | 2,688,079 | 21,242,161 | |||||||||
| Doyle R. Simons |
190,015,892 | 3,132,312 | 21,242,161 | |||||||||
| Thomas C. Wertheimer |
190,430,167 | 2,718,037 | 21,242,161 | |||||||||
| Jeffery W. Yabuki |
190,564,992 | 2,583,212 | 21,242,161 | |||||||||
Advisory Vote to Approve Named Executive Officer Compensation
Fiserv’s shareholders approved, on an advisory basis, the compensation of Fiserv’s named executive officers as disclosed in its 2015 proxy statement by the following votes:
| Votes Cast | ||||||
| For |
Against |
Abstain |
Broker Non-Votes | |||
| 186,063,188 |
5,317,392 | 1,767,624 | 21,242,161 | |||
Ratification of Independent Registered Public Accounting Firm
Fiserv’s shareholders ratified the appointment of Deloitte & Touche LLP as Fiserv’s independent registered public accounting firm for the year ending December 31, 2015 by the following votes:
| Votes Cast | ||||
| For |
Against |
Abstain | ||
| 211,194,040 |
1,741,959 | 1,454,366 | ||
Shareholder Proposal Relating to Executive Retention of Stock
Fiserv’s shareholders rejected a shareholder proposal relating to executive retention of stock by the following votes:
| Votes Cast | ||||||
| For |
Against |
Abstain |
Broker Non-Votes | |||
| 33,918,776 |
157,010,056 | 2,219,372 | 21,242,161 | |||
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.
| FISERV, INC. | ||||||
| Date: May 21, 2015 | By: | /s/ Thomas J. Hirsch | ||||
| Thomas J. Hirsch | ||||||
| Chief Financial Officer, Treasurer and Assistant Secretary | ||||||