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EX-99.1 - PRESS RELEASE - National American University Holdings, Inc.nauh_ex991.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): October 4, 2016
National American University Holdings, Inc.
(Exact name of registrant as specified in its charter)
 
Delaware
 
001-34751
 
83-0479936
(State or other jurisdictionof incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)
 
5301 S. Highway 16
 Rapid City, SD
 
 
 57701
(Address of principal executive offices)
 
(Zip Code)
Registrant’s telephone number, including area code: (605) 721-5220
 
(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.
 
An annual meeting of the stockholders of National American University Holdings, Inc. (the “Company”) was held on October 4, 2016. Present at that annual meeting were 22,682,704 shares of common stock entitled to vote. The stockholders voted on the following matters at the meeting:
1.        The election of nine directors, each of whom will hold office until the next annual meeting of stockholders and until his or her successor is elected and qualified or until his or her earlier resignation or removal:
 
Name
 
Shares Voted For
 
 
Shares Withheld
 
 
Broker Non-Votes
 
Robert D. Buckingham
  19,891,194 
  423,531 
  2,367,979 
Dr. Jerry L. Gallentine
  19,891,594 
  423,131 
  2,367,979 
Dr. Ronald L. Shape
  19,877,605 
  437,120 
  2,367,979 
Dr. Therese K. Crane
  19,935,907 
  378,818 
  2,367,979 
Dr. Thomas D. Saban
  19,932,918 
  381,807 
  2,367,979 
Richard L. Halbert
  19,935,926 
  378,799 
  2,367,979 
Jeffrey B. Berzina
  19,955,851 
  358,874 
  2,367,979 
James A. Rowan
  19,955,957 
  358,768 
  2,367,979 
Dr. Edward Buckingham
  19,891,613 
  423,112 
  2,367,979 
 
2.            The approval by an advisory vote the compensation of the Company’s named executive officers:
 
 
Shares Voted For
 
 
Shares Voted Against
 
 
Shares Abstained
 
 
Broker Non-Votes
 
  19,903,088 
  406,902 
  4,735 
  2,367,979 
 
3.            The ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending May 31, 2017.
 
 
Shares Voted For
 
 
Shares Voted Against
 
 
Shares Abstained
 
  22,578,987 
  56,335 
  47,382 
 
Item 8.01 Other Events.
On October 5, 2016, the Company issued a press release announcing that on October 3, 2016, the Company’s Board of Directors declared a cash dividend in the amount of $0.045 per share on all shares of the Company’s common stock outstanding and of record as of the close of business on December 31, 2016. The dividends will be payable on or about January 13, 2017. The Company operates on a May 31st fiscal year. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. The following exhibits are filed herewith:
 
 Exhibit Number
 
 Description
 
 
 
 
 Press release announcing dividend, dated October 5, 2016
 
 
 
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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.
 
 
 
 
 
 
 
NATIONAL AMERICAN UNIVERSITY HOLDINGS, INC.
  
 
 
By:  
/s/ Ronald L. Shape  
 
 
 
Ronald L. Shape, Ed. D.
 
 
 
President and Chief Executive Officer 
 
 
 
Date: October 5, 2016
 
 
 
 
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