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): May 16, 2017
West Corporation
(Exact name of registrant as specified in its charter)
| Delaware | 001-35846 | 47-0777362 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
11808 Miracle Hills Drive, Omaha, Nebraska 68154
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (402) 963-1200
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 (see General Instruction A2):
| ☐ | 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)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
At the 2017 Annual Meeting of Stockholders of West Corporation (the “Company”) held on May 16, 2017, the stockholders of the Company: (i) elected the persons listed below to serve as directors of the Company for a three-year term; (ii) ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2017; and (iii) on an advisory basis, voted in favor of the compensation of the Company’s named executive officers, as set forth in the Company’s proxy statement for the 2017 Annual Meeting. The final voting results for the matters voted upon at the 2017 Annual Meeting are as follows:
| Proposal 1: | Election of Directors. |
| Name | Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||
| Thomas B. Barker |
70,038,455 | 5,968,556 | 16,160 | 2,667,553 | ||||
| Anthony J. DiNovi |
70,722,462 | 5,284,362 | 16,347 | 2,667,553 | ||||
| Diane E. Offereins |
71,336,263 | 4,670,586 | 16,322 | 2,667,553 |
| Proposal 2: | Ratification of Independent Registered Public Accounting Firm. |
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
| 78,461,241 |
217,898 | 11,585 | — |
| Proposal 3: | Advisory Vote to Approve Named Executive Officer Compensation. |
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
| 73,679,986 |
2,303,706 | 39,479 | 2,667,553 |
- 2 -
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.
| WEST CORPORATION | ||||||
| Dated: May 19, 2017 | By: | /s/ Jan D. Madsen | ||||
| Jan D. Madsen | ||||||
| Chief Financial Officer | ||||||
- 3 -