8-K 1 caci-8k_20181120.htm FORM 8-K caci-8k_20181120.htm

 

 

 

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): November 15, 2018

 

CACI International Inc

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-31400

54-1345888

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

 

 

 

1100 N. Glebe Road

Arlington, Virginia

 

22201

(Address of Principal Executive Offices)

 

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (703) 841-7800

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 Instructions 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

 

The Annual Meeting of Shareholders of CACI International Inc (the “Company”), for which proxies were solicited pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended, was held on November 15, 2018.

 

The results detailed below represent the final voting results:

 

Proposal 1

 

The following eleven nominees were elected to the Board of Directors of the Company:

 

Director Name

For

Against

Abstain

Broker Non-Votes

 

Kenneth Asbury

21,340,028

45,746

3,489

1,742,080

Michael A. Daniels

21,281,884

102,022

5,357

1,742,080

James S. Gilmore III

21,350,491

32,808

5,964

1,742,080

William L. Jews

21,353,063

30,618

5,582

1,742,080

Gregory G. Johnson

21,209,840

173,895

5,528

1,742,080

J.P. London

21,310,917

74,498

3,848

1,742,080

James L. Pavitt

21,312,438

71,616

5,209

1,742,080

Warren R. Phillips

19,304,554

2,079,542

5,167

1,742,080

Debora A. Plunkett

21,362,650

21,447

5,166

1,742,080

Charles P. Revoile

20,155,362

1,228,732

5,169

1,742,080

William S. Wallace

21,356,896

27,678

4,689

1,742,080

 

 Proposal 2

 

Shareholders approved, on an advisory basis, the compensation paid to the Company’s named executive officers, as disclosed pursuant to Item 402 of Regulation S-K and contained in the 2018 Proxy Statement, including the Compensation Discussion and Analysis, compensation tables and narrative discussion:

 

For

Against

Abstain

Broker Non-Votes

20,560,065

747,148

82,050

1,742,080

 

Proposal 3

 

Shareholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal year 2019:

 

For

Against

Abstain

 

22,699,453

414,048

17,842

 

 

 

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 thereunto duly authorized.

 

 

 

CACI International Inc

 

 

 

 

Date: November 20, 2018

 

By:

/s/ J. William Koegel, Jr.

 

 

 

J. William Koegel, Jr.

 

 

 

Executive Vice President, General Counsel and Secretary