0001193125-16-641663.txt : 20160705 0001193125-16-641663.hdr.sgml : 20160705 20160705164902 ACCESSION NUMBER: 0001193125-16-641663 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160628 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20160705 DATE AS OF CHANGE: 20160705 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PRGX GLOBAL, INC. CENTRAL INDEX KEY: 0001007330 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ENGINEERING, ACCOUNTING, RESEARCH, MANAGEMENT [8700] IRS NUMBER: 582213805 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-28000 FILM NUMBER: 161751161 BUSINESS ADDRESS: STREET 1: 600 GALLERIA PARKWAY STREET 2: STE 100 CITY: ATLANTA STATE: GA ZIP: 30339-5949 BUSINESS PHONE: 7707796610 MAIL ADDRESS: STREET 1: 600 GALLERIA PARKWAY STREET 2: STE 100 CITY: ATLANTA STATE: GA ZIP: 30339-5949 FORMER COMPANY: FORMER CONFORMED NAME: PRG-SCHULTZ INTERNATIONAL, INC. DATE OF NAME CHANGE: 20080327 FORMER COMPANY: FORMER CONFORMED NAME: PRG SCHULTZ INTERNATIONAL INC DATE OF NAME CHANGE: 20020125 FORMER COMPANY: FORMER CONFORMED NAME: PROFIT RECOVERY GROUP INTERNATIONAL INC DATE OF NAME CHANGE: 19960207 8-K 1 d187478d8k.htm 8-K 8-K

 

 

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

June 28, 2016

Date of Report (Date of earliest event reported)

 

 

PRGX Global, Inc.

(Exact Name of Registrant as Specified in Its Charter)

 

 

Georgia

(State or Other Jurisdiction of Incorporation)

 

  0-28000   58-2213805  
 

(Commission

File Number)

  

(IRS Employer

Identification No.)

  
 

600 Galleria Parkway, Suite 100,

Atlanta, Georgia

   30339-5949  
  (Address of Principal Executive Offices)   (Zip Code)  

770-779-3900

 

(Registrant’s Telephone Number, Including Area Code)

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 A.2. below):

 

  ¨ 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.

At the 2016 annual meeting of shareholders of PRGX Global, Inc. (“PRGX” or the “Company”) held on June 28, 2016 (the “Annual Meeting”), the shareholders of PRGX approved all proposals recommended by the Board of Directors (the “Board”) as described in PRGX’s proxy statement dated May 6, 2016.

With respect to Proposal 1 (election of two Class II directors to serve until the annual meeting of shareholders to be held in 2019 or until their successors are elected and qualified), the nominees were elected by the following votes:

 

Director

   

Shares For

   

Shares Withheld

   

Broker Non-Votes

Mylle H. Mangum    15,753,529    829,728    3,006,986
Ronald E. Stewart    15,667,929    915,328    3,006,986

The Company’s other continuing directors, David A. Cole, William F. Kimble, Gregory J. Owens and Joseph E. Whitters, did not stand for election at the Annual Meeting. The term of the directors currently serving in Class I, Messrs. Owens and Whitters, will expire at the 2018 annual meeting of shareholders. The term of the directors currently serving in Class III, Messrs. Cole and Kimble, will expire at the 2017 annual meeting of shareholders.

With respect to Proposal 2 (to ratify BDO USA, LLP as the Company’s independent registered public accounting firm for fiscal year 2016), 19,543,046 shares, or 99.81% of the votes cast, voted for the proposal, 36,247 shares voted against the proposal, and 10,950 shares abstained from voting on the proposal.

With respect to Proposal 3 (to approve the Company’s executive compensation), 16,262,541 shares, or 98.18% of the votes cast, voted for the proposal, 301,123 shares voted against the proposal, 19,593 shares abstained from voting on the proposal, and there were 3,006,986 broker non-votes.

SIGNATURES

Pursuant to the requirements of Section 12 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.

 

PRGX Global, Inc.
By:   /s/Victor A. Allums
  Victor A. Allums
  Senior Vice President, Secretary and General Counsel

 

Dated: July 5, 2016