UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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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:
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class | Trading Symbol | Name of Each Exchange on which Registered | ||
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).
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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.
On May 6, 2020, the Company held its Annual Meeting at 2450 N Street NW, Washington, DC 20037. Out of 47,209,695 shares outstanding and authorized to vote at the Annual Meeting as of the record date of March 9, 2020, proxies representing 44,081,713 shares, or more than 93.3% of outstanding shares, were voted.
Under the first proposal, each of the following nominees were elected to the Company’s Board of Directors, to hold office until his or her successor is elected and qualified, with the following voting results:
David Schaeffer: | FOR: 39,868,100; | WITHHELD: 1,144,537 | ||
D. Blake Bath: | FOR: 37,782,880; | WITHHELD: 3,229,757 | ||
Steven D. Brooks: | FOR: 37,726,036; | WITHHELD: 3,286,601 | ||
Lewis H. Ferguson, III: | FOR: 39,517,161; | WITHHELD: 1,495,476 | ||
Carolyn Katz: | FOR: 40,153,086; | WITHHELD: 859,551 | ||
Sheryl Kennedy: | FOR: 40,936,001; | WITHHELD: 76,636 | ||
Marc Montagner: | FOR: 39,485,885; | WITHHELD: 1,526,752 |
Broker non-votes for the first proposal were 3,069,076 shares.
Stockholders approved the second proposal, ratifying the appointment of Ernst & Young LLP as the Company’s independent registered public accountants for the fiscal year ending December 31, 2020. The vote on this second proposal was as follows: FOR: 43,686,552; AGAINST: 364,981; ABSTAIN: 30,180. Broker non-votes for this second proposal were zero (0) shares.
Stockholders approved the third proposal, an advisory vote to approve named executive officer compensation. The vote on this third proposal was as follows: FOR: 35,341,769; AGAINST: 5,581,792; ABSTAIN: 89,076. Broker non-votes for this third proposal were 3,069,076 shares.
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.
Cogent Communications Holdings, Inc. | ||
May 6, 2020 | By: | /s/ David Schaeffer |
Name: David Schaeffer | ||
Title: President and Chief Executive Officer |
Cover |
May 06, 2020 |
---|---|
Cover [Abstract] | |
Document Type | 8-K |
Amendment Flag | false |
Document Period End Date | May 06, 2020 |
Entity File Number | 000-51829 |
Entity Registrant Name | Cogent Communications Holdings, Inc. |
Entity Central Index Key | 0001158324 |
Entity Tax Identification Number | 46-5706863 |
Entity Incorporation, State or Country Code | DE |
Entity Address, Address Line One | 2450 N St NW |
Entity Address, City or Town | Washington |
Entity Address, State or Province | DC |
Entity Address, Postal Zip Code | 20037 |
City Area Code | 202 |
Local Phone Number | 295-4200 |
Written Communications | false |
Soliciting Material | false |
Pre-commencement Tender Offer | false |
Pre-commencement Issuer Tender Offer | false |
Title of 12(b) Security | Common Stock, par value $0.001 per share |
Trading Symbol | CCOI |
Security Exchange Name | NASDAQ |
Entity Emerging Growth Company | false |
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