8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

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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): June 8, 2022

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Cyxtera Technologies, Inc.

(Exact name of registrant as specified in its charter)

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Delaware (State or other jurisdiction of incorporation)	001-39496	84-3743013 (IRS Employer Identification No.)
2333 Ponce de Leon Boulevard Suite 900 Coral Gables, FL 33134 (Address of principal executive office)	(Commission File Number)	33134 (Zip Code)

(305) 537-9500

Registrant’s telephone number, including area code

(Former name or former address, if changed since last report.)

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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:

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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A common stock, par value $0.0001 per share	CYXT	The Nasdaq Stock Market LLC

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 x

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. o

Item 5.07 Submission of Matters to a Vote of Security Holders.

On June 8, 2022, Cyxtera Technologies, Inc. (the “Company”), held its Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, stockholders considered and voted on the following proposals: (1) the election of nine director nominees named in the Company’s proxy statement, (2) the ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022, and (3) the approval of the Cyxtera Technologies, Inc. 2022 Employee Stock Purchase Plan (the “ESPP”). As of April 11, 2022, the record date for the determination of stockholders entitled to vote at the Annual Meeting, there were 178,566,352 shares of Class A common stock, $0.0001 par value per share (the “Class A Common Stock”), issued and outstanding and eligible to be voted at this meeting. There were 166,893,982 shares of Class A Common Stock represented in person or by proxy at the Annual Meeting, constituting a quorum. The Annual Meeting voting results of the three listed matters were as follows:

(1). Proposal One: Election of Directors. Stockholders elected all of the nominated directors. The vote with respect to the election of directors was as follows:

Nominee	For	Against	Abstain	Broker Non-Votes
Fahim Ahmed	163,521,603	467,203	10,356	2,894,820
John W. Diercksen	163,536,107	452,925	10,130	2,894,820
Michelle Felman	163,535,293	453,740	10,129	2,894,820
Nelson Fonseca	163,533,659	455,176	10,327	2,894,820
Melissa Hathaway	163,524,824	464,212	10,126	2,894,820
Manuel D. Medina	163,533,992	455,043	10,127	2,894,820
Jeffrey C. Smith	163,535,987	453,895	9,280	2,894,820
Raymond Svider	146,881,029	17,108,003	10,130	2,894,820
Gregory Waters	163,523,628	465,254	10,280	2,894,820

(2). Proposal Two: Ratification of Appointment of Deloitte & Touche LLP as the Company’s Independent Registered Public Accounting Firm. Stockholders approved the ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022. The vote with respect to this proposal was as follows:

For	Against	Abstain	Broker Non-Votes
166,878,820	6,814	8,348	—

(3). Proposal Three: Approval of the Company’s 2022 Employee Stock Purchase Plan. Stockholders approved the Company’s ESPP. The vote with respect to this proposal was as follows:

For	Against	Abstain	Broker Non-Votes
163,940,563	32,248	26,351	2,894,820

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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.

	Cyxtera Technologies, Inc.
Date: June 9, 2022	By:	/s/ Victor Semah
	Name:	Victor Semah
	Title:	Chief Legal Officer

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XML

Cover Page	Jun. 09, 2022
Document Information [Line Items]
Document Type	8-K
Document Period End Date	Jun. 08, 2022
Entity Registrant Name	Cyxtera Technologies, Inc.
Entity Incorporation, State or Country Code	DE
Entity File Number	001-39496
Entity Tax Identification Number	84-3743013
Entity Address, Address Line One	2333 Ponce de Leon Boulevard
Entity Address, Address Line Two	Suite 900
Entity Address, City or Town	Coral Gables
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33134
City Area Code	305
Local Phone Number	537-9500
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Amendment Flag	false
Entity Central Index Key	0001794905
Common Stock [Member]
Document Information [Line Items]
Title of 12(b) Security	Class A common stock, par value $0.0001 pershare
Trading Symbol	CYXT
Security Exchange Name	NASDAQ