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 2, 2016
Everyday Health, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-36371 | 80-0036062 |
|
(State or other jurisdiction of incorporation) |
(Commission File No.) |
(I.R.S. Employer Identification No.) |
345 Hudson Street, 16th Floor
New York, NY 10014
(Address of principal executive office)
(646) 728-9500
(Registrant’s telephone number)
(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:
| ☐ | 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. |
At the 2016 Annual Meeting of Stockholders of Everyday Health, Inc. (the “Company”) held on June 2, 2016, the Company’s stockholders approved two proposals, as follows: (i) the election of Dana L. Evan and Habib Kairouz as Class II members of the Company’s Board of Directors, to serve until the Company’s 2019 Annual Meeting of Stockholders and until their successors are duly elected and qualified; and (ii) the ratification of the selection by the Audit Committee of the Company’s Board of Directors of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2016.
Proposal 1. Election of Directors
The vote with respect to the election of directors was as follows:
| FOR | WITHHELD | BROKER NON-VOTES |
|||||
| Dana L. Evan | 21,735,067 | 883,312 | 6,640,534 | ||||
| Habib Kairouz | 21,805,290 | 813,089 | 6,640,534 |
Proposal 2. Ratification of Selection of Independent Registered Public Accounting Firm
The vote with respect to the ratification of the selection by the Audit Committee of the Company’s Board of Directors of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2016 was as follows:
| FOR | AGAINST | ABSTAIN | |||
| 29,165,799 | 76,621 | 16,493 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Everyday Health, Inc. | |||
| Date: June 3, 2016 | By: | /s/ Alan Shapiro | |
| Name: Alan Shapiro | |||
| Title: Executive Vice President and General Counsel | |||