UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM8-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 20, 2019
|
Sykes Enterprises, Incorporated |
| (Exact name of registrant as specified in its charter) |
| | | | |
Florida | | 0-28274 | | 56-1383460 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
| | |
400 N. Ashley Drive, Suite 2800, Tampa, Florida | | 33602 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code:(813) 274-1000
| | | | |
| | | | |
| | | (Former name or former address, if changed since last report.) | | |
Check the appropriate box below if the Form8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule14a-12 under the Exchange Act (17 CFR240.14a-12)
☐Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR240.14d-2(b))
☐Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR240.13e-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 |
| Common Stock, $0.01 par value | | | | SYKE | | | | 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 Rule12b-2 of the Securities Exchange Act of 1934(§240.12b-2 of this chapter).
Emerging growth company ☐
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.
Four proposals described fully in the 2019 Proxy Statement of Sykes Enterprises, Incorporated (the “Company”), were presented for approval at the Company’s 2019 Annual Meeting of Shareholders (the “Annual Meeting”) held on May 20, 2019. As of the record date, 42,468,851 shares of common stock were outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting, 38,368,184 shares of common stock, or 90.34%, were represented in person or by proxy; therefore, a quorum was present.
The shareholders of the Company voted on the following four matters:
Proposal 1: Election of Directors
There were three Class II director positions up for election at the Annual Meeting. The following persons were nominated and elected to serve as directors of the Company until the 2022 Annual Meeting of Shareholders: Carlos E. Evans, W. Mark Watson and Mark C. Bozek. The voting results for each nominee were as follows:
| | | | | | | | |
Name | | Votes For | | Against | | Abstain | | BrokerNon-Votes |
| | | | |
Carlos E. Evans | | 35,990,371 | | 279,063 | | 3,056 | | 2,095,694 |
| | | | |
W. Mark Watson | | 36,097,156 | | 172,478 | | 2,856 | | 2,095,694 |
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Mark C. Bozek | | 36,122,494 | | 147,040 | | 2,956 | | 2,095,694 |
Proposal 2: Advisory Vote to Approve Executive Compensation
The proposal to approve, on a nonbinding, advisory basis, the compensation of the Company’s named executive officers, as disclosed in the 2019 Proxy Statement, received the following votes:
| | | | | | |
For | | Against | | Abstain | | BrokerNon-Votes |
| 34,362,300 | | 1,859,091 | | 51,099 | | 2,095,694 |
Proposal 3: Approval of the Sykes Enterprises, Incorporated 2019 Equity Incentive Plan
The proposal to approve the Sykes Enterprises, Incorporated 2019 Equity Incentive Plan received the following votes:
| | | | | | |
For | | Against | | Abstain | | BrokerNon-Votes |
| 33,371,309 | | 2,892,449 | | 8,732 | | 2,095,694 |
Proposal 4: Ratification of the Appointment of Independent Registered Public Accounting Firm
The proposal to ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm to audit the consolidated financial statements of the Company for the year ending December 31, 2019 and the effectiveness of the Company’s internal control over financial reporting as of December 31, 2019, and express an opinion thereon, as disclosed in the 2019 Proxy Statement, received the following votes:
| | | | | | |
For | | Against | | Abstain | | BrokerNon-Votes |
| 38,011,877 | | 352,649 | | 3,658 | | N/A |
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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| | | | SYKES ENTERPRISES, INCORPORATED |
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| | | | By: | | /s/ John Chapman |
| | | | | | John Chapman Chief Finance Officer |
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Date: May 20, 2019 | | | | | | |
