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 21, 2013
Analysts International Corporation
(Exact name of registrant as specified in its charter)
MN |
|
1-33981 |
|
41-0905408 |
(State or other jurisdiction |
|
(Commission |
|
(IRS Employer |
of incorporation) |
|
File Number) |
|
Identification No.) |
7700 France Ave. S., Minneapolis, Minnesota |
|
55435 |
(Address of principal executive offices) |
|
(Zip Code) |
Registrants telephone number, including area code (952) 835-5900
(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 a Vote of Security Holders.
The Company held its annual meeting of shareholders on May 21, 2013. Proxies for matters to be voted upon at the annual meeting were solicited pursuant to Regulation 14 under the Securities Exchange Act of 1934, as amended. Four proposals were voted upon at the annual meeting. The proposals are described in detail in the Companys definitive proxy statement filed with the Securities and Exchange Commission on April 15, 2013. The final results for the votes regarding each proposal are set forth below.
1. The following nominees were elected to the Board of Directors of the Company for a term of one year:
Name |
|
For |
|
Withhold |
|
Abstentions |
|
Broker Non-Votes |
|
|
|
|
|
|
|
|
|
Brigid A. Bonner |
|
1,135,091 |
|
1,440,452 |
|
|
|
2,013,100 |
Krzysztof K. Burhardt |
|
1,132,642 |
|
1,442,901 |
|
|
|
2,013,100 |
Joseph T. Dunsmore |
|
1,812,387 |
|
763,156 |
|
|
|
2,013,100 |
Galen G. Johnson |
|
1,810,796 |
|
764,747 |
|
|
|
2,013,100 |
Brittany B. McKinney |
|
1,813,022 |
|
762,521 |
|
|
|
2,013,100 |
Douglas C. Neve |
|
1,684,804 |
|
890,739 |
|
|
|
2,013,100 |
Robert E. Woods |
|
1,136,487 |
|
1,439,056 |
|
|
|
2,013,100 |
2. The appointment of Deloitte & Touche LLP as the independent registered public accounting firm for the year ending December 28, 2013 was ratified.
Votes For |
|
Votes Against |
|
Abstentions |
|
Broker Non-Votes |
4,447,362 |
|
136,975 |
|
4,306 |
|
0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3. The shareholders resolved to approve, on an advisory basis, the compensation of the Companys named executive officers:
Votes For |
|
Votes Against |
|
Abstentions |
|
Broker Non-Votes |
1,822,069 |
|
745,191 |
|
8,283 |
|
2,013,100 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4. The shareholders resolved to approve, on an advisory basis, that the Company conduct an advisory vote on the compensation of the Companys named executive officers, once every year:
1 Year |
|
2 Years |
|
3 Years |
|
Abstentions |
|
Broker Non-Votes |
2,422,661 |
|
31,487 |
|
73,784 |
|
47,611 |
|
2,013,100 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number |
|
Description |
99.1 |
|
Press release entitled, Analysts International Corporation Announces Results of Annual Shareholder Meeting. |
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 21, 2013 |
ANALYSTS INTERNATIONAL CORPORATION |
|
|
|
|
|
/s/ Lynn Blake |
|
Lynn L. Blake |
|
Senior Vice President, Chief Financial Officer |
Exhibit 99.1
Media Contact:
Marne Oberg
Analysts International Corporation
952.838.2867
moberg@analysts.com
Analysts International Corporation Announces Results of
Annual Shareholder Meeting
MINNEAPOLIS May 21, 2013 Analysts International Corporation (AIC) (Nasdaq: ANLY), an information technology services company, announced the outcome of its 2013 shareholder meeting held earlier today.
The Companys shareholders elected the following persons to serve as members of the Board of Directors for one-year terms: Brigid A. Bonner, Krzysztof K. Burhardt, Joseph T. Dunsmore, Galen G. Johnson, Brittany B. McKinney, Douglas C. Neve and Robert E. Woods.
AIC shareholders also ratified the appointment of Deloitte & Touche LLP, as the Companys independent registered public accounting firm for the fiscal year ending December 28, 2013.
The shareholders voted in favor of holding a non-binding advisory vote on executive compensation (a say-on-pay vote) and also approved, on an advisory basis, that the Company conduct the say-on-pay vote once every year.
About Analysts International Corporation
Analysts International Corporation (AIC) is an IT services firm fully dedicated to the success and satisfaction of its clients. From IT staffing to project-based solutions, AIC provides a broad range of services designed to help businesses and government agencies drive value, control costs and deliver on the promise of a more efficient and productive enterprise. The Company offers a flexible, collaborative approach; clear industry perspective; and the breadth, scale and experience to deliver results. For
more information, visit www.analysts.com.
# # #