Attached files
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| EX-99.1 - PRESS RELEASE DATED JANUARY 25, 2017 - MERIDIAN BIOSCIENCE INC | form8k012517_ex99.htm |
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): January 25, 2017
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MERIDIAN BIOSCIENCE, INC.
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(Exact name of registrant as specified in its charter)
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Ohio
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0-14902
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31-0888197
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer Identification No. )
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3471 River Hills Drive, Cincinnati, Ohio
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45244
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(Address of principal executive offices)
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(Zip Code)
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Registrant's telephone number, including area code (513) 271-3700
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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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 2.02. Results of Operations and Financial Condition.
On January 25, 2017, Meridian Bioscience, Inc. (the "Registrant") issued a press release announcing its financial results for the fiscal quarter ended December 31, 2016. A copy of the press release is furnished as Exhibit 99.1 to this report and is incorporated herein by reference.
The information contained herein shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.
Item 5.07. Submission of Matters to a Vote of Security Holders.
The following matters were submitted to a vote of shareholders at the Registrant's Annual Meeting of Shareholders held on January 25, 2017:
(a) Votes regarding the election of six directors:
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Name
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For
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Withheld
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Broker Non-Votes
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James M. Anderson
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32,099,821 | 1,499,173 | 5,202,996 |
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Dwight E. Ellingwood
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32,772,686 | 826,308 | 5,202,996 |
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John A. Kraeutler
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31,947,601 | 1,651,393 | 5,202,996 |
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John C. McIlwraith
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33,153,779 | 445,215 | 5,202,996 |
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David C. Phillips
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32,068,081 | 1,530,913 | 5,202,996 |
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Catherine A. Sazdanoff
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32,123,531 | 1,475,463 | 5,202,996 |
(b) Advisory votes regarding named executive officer compensation:
| For | Against | Abstain | Broker Non-Votes |
| 32,087,977 | 1,413,001 | 98,016 | 5,202,996 |
(c) Votes regarding the ratification of the Audit Committee's appointment of Grant Thornton LLP as the Registrant's Independent Registered Public Accountants for fiscal 2017:
| For | Against | Abstain |
| 36,017,666 | 2,749,323 | 35,001 |
(d) Votes regarding the re-approval of the material terms for payment of performance-based incentive compensation under the Meridian Bioscience, Inc. 2012 Stock Incentive Plan:
| For | Against | Abstain | Broker Non-Votes |
| 32,599,011 | 895,022 | 104,961 | 5,202,996 |
Item 9.01. Financial Statements and Exhibits.
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(d)
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Exhibits
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99.1
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Press Release dated January 25, 2017.
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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.
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MERIDIAN BIOSCIENCE, INC.
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Date: January 26, 2017
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By: /s/ Melissa A. Lueke
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Melissa A. Lueke
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Executive Vice President and Chief Financial Officer
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(Principal Financial and Accounting Officer)
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