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 24, 2017
EBIX, INC.
(Exact name of registrant as specified in its charter)
Delaware | 0-15946 | 77-0021975 | ||
(State or other jurisdiction | (Commission File Number) | (IRS Employer | ||
of incorporation) | Identification No.) | |||
1 Ebix Way, Johns Creek, Georgia | 30097 | |
(Address of principal executive offices) | (Zip Code) | |
Registrant's telephone number, including area code (678) 281-2020
N/A
(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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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 Vote of Security Holders.
Ebix, Inc.’s (“Ebix” or the “Company”) held its Annual Meeting of Shareholders on May 24, 2017 at the Atlanta Marriott Alpharetta, located at 5750 Windward Parkway, Alpharetta, Georgia 30005. As of the record date of April 18, 2017 there were a total of 31,623,747 shares of Common Stock outstanding and entitled to vote at the annual meeting. At the annual meeting 28,561,254 shares of Common Stock were represented in person or by proxy; therefore, a quorum was present. Six proposals were brought before the meeting and all six were duly ratified. Below is a description of each proposal and the corresponding final voting results:
I.Election of Directors voting results were as follows:
Nominee | Votes For | Withheld | Broker Non-Votes | ||||||
Hans U. Benz | 21,723,972 | 2,435,001 | 4,402,281 | ||||||
Pavan Bhalla | 24,061,735 | 97,238 | 4,402,281 | ||||||
Neil D. Eckert | 23,312,890 | 846,083 | 4,402,281 | ||||||
Rolf Herter | 24,002,528 | 156,445 | 4,402,281 | ||||||
Hans Ueli Keller | 21,714,179 | 2,444,794 | 4,402,281 | ||||||
Robin Raina | 23,968,935 | 190,038 | 4,402,281 | ||||||
George W. Hebard III | 16,776,196 | 7,382,777 | 4,402,281 | ||||||
Joseph R. Wright, Jr. | 23,968,718 | 190,255 | 4,402,281 | ||||||
Accordingly all eight of the above named individuals were declared duly elected to serve as directors of the Company until the next annual meeting of shareholders or until their respective successors are qualified and elected.
II. | To amend the Company’s Certificate of Incorporation to increase the Company’s number of authorized shares of common stock from 60,000,000 to 120,000,000: |
Votes For | Votes Against | Abstentions | ||
27,558,582 | 683,500 | 319,172 | ||
Accordingly the amendment of the Company’s Certificate of Incorporation to increase the Company’s number of authorized shares of common stock from 60,000,000 to 120,000,000 has been duly ratified.
III. | The ratification of the appointment of Cherry Bekaert, LLP as the Company’s independent registered certified public accounting firm for the year ending December 31, 2017: |
Votes For | Votes Against | Abstentions | ||
28,309,076 | 231,199 | 20,979 | ||
Accordingly Cherry Bekaert, LLP has been duly ratified as the Company’s independent auditors for the year ending December 31, 2017.
IV. | To approve, by a non-binding advisory vote, the compensation of the Company’s named executive officers: |
Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
13,296,509 | 10,656,742 | 205,722 | 4,402,281 | |||
V. | To consider an advisory vote on the frequency of the advisory vote on compensation of our named executive officers. |
1 Year | 2 Years | 3 Years | Abstentions | Broker Non-Votes | ||||
16,455,382 | 33,133 | 7,616,381 | 54,077 | 4,402,281 | ||||
VI. | To consider the stockholder proposal regarding majority voting in director elections, if properly presented at the Annual Meeting. |
Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
13,133,137 | 10,952,292 | 73,544 | 4,402,281 | |||
There was no other items of business raised during the meeting and the meeting was duly adjourned.
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.
Date: May 26 2017 | |||
EBIX, INC. | |||
By: | /s/ Sean T. Donaghy | ||
Name: | Sean T. Donaghy | ||
Title: | Chief Financial Officer | ||