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): April 6, 2017
QUINTILES IMS HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-35907 | 27-1341991 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
4820 Emperor Blvd.
Durham, North Carolina 27703
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (919) 998-2000
Not Applicable
(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. |
On April 6, 2017, Quintiles IMS Holdings, Inc. (the “Company”) held its 2017 Annual Meeting of Stockholders. As of February 15, 2017, the record date for the meeting, there were 235,874,761 shares of common stock outstanding and entitled to vote on all matters. At the meeting, stockholders voted on the following items:
Proposal No. 1 –The following nominees were elected by majority vote to serve on the Board of Directors as Class I directors:
| For | Withhold | Broker Non-Vote | ||||||||||
| Jonathan J. Coslet |
210,919,958 | 10,263,291 | 5,304,231 | |||||||||
| Michael J. Evanisko |
217,209,552 | 3,973,697 | 5,304,231 | |||||||||
| Dennis B. Gillings, CBE |
208,866,502 | 12,316,747 | 5,304,231 | |||||||||
| Ronald A. Rittenmeyer |
215,746,249 | 5,437,000 | 5,304,231 | |||||||||
Proposal No. 2 – An advisory vote on executive compensation was approved.
| For |
Against |
Abstain |
Broker Non-Vote | |||
| 185,663,844 |
25,059,035 | 10,460,370 | 5,304,231 |
Proposal No. 3 –An advisory vote on the frequency of advisory votes on the compensation of the Company’s named executive officers every three years was approved.
| 1 Year |
2 Years |
3 Years |
Abstain |
Broker Non-Vote | ||||
| 106,087,600 |
118,983 | 114,905,222 | 71,444 | 5,304,231 |
Proposal No. 4 –The proposal for the adoption of the Quintiles IMS Holdings, Inc. 2017 Stock and Incentive Award Plan was approved.
| For |
Against |
Abstain |
Broker Non-Vote | |||
| 217,040,480 |
4,057,118 | 85,651 | 5,304,231 |
Proposal No. 5 –The appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2017 was ratified.
| For |
Against |
Abstain |
Broker Non-Vote | |||
| 225,550,513 |
860,814 | 76,153 | 0 |
SIGNATURE
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.
| Date: April 6, 2017 | QUINTILES IMS HOLDINGS, INC. | |||||||
| By: | /s/ James H. Erlinger III | |||||||
| James H. Erlinger III Executive Vice President, General Counsel and Secretary | ||||||||