UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): June 6, 2013
IRON MOUNTAIN INCORPORATED
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
1-13045 | | 23-2588479 |
(Commission File Number) | | (IRS Employer Identification No.) |
| | |
745 Atlantic Avenue
Boston, Massachusetts | | 02111 |
(Address of Principal Executive Offices) | | (Zip Code) |
(617) 535-4766
(Registrant’s Telephone Number, Including Area Code)
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.
At the Annual Meeting of Stockholders of Iron Mountain Incorporated (the “Company”) held on June 6, 2013 (the “Annual Meeting”), the Company’s stockholders elected eleven directors, each for a one-year term of office to serve until the Company’s 2014 Annual Meeting of Stockholders, or until their successors are elected and qualified. The nominated directors received the following votes:
Name | | For | | Against | | Abstain | | Broker Non-Vote | |
Ted R. Antenucci | | 165,063,825 | | 2,154,535 | | 34,064 | | 8,593,040 | |
Clarke H. Bailey | | 164,963,833 | | 2,254,965 | | 33,626 | | 8,593,040 | |
Kent P. Dauten | | 164,253,670 | | 2,965,216 | | 33,538 | | 8,593,040 | |
Paul F. Deninger | | 167,016,893 | | 201,505 | | 34,026 | | 8,593,040 | |
Per-Kristian Halvorsen | | 166,992,392 | | 225,913 | | 34,119 | | 8,593,040 | |
Michael W. Lamach | | 166,693,315 | | 524,840 | | 34,269 | | 8,593,040 | |
Arthur D. Little | | 164,365,749 | | 2,853,679 | | 32,996 | | 8,593,040 | |
William L. Meaney | | 166,362,710 | | 856,228 | | 33,486 | | 8,593,040 | |
Vincent J. Ryan | | 165,870,958 | | 1,347,274 | | 34,192 | | 8,593,040 | |
Laurie A. Tucker | | 167,044,802 | | 173,277 | | 34,345 | | 8,593,040 | |
Alfred J. Verrecchia | | 164,622,949 | | 2,595,506 | | 33,969 | | 8,593,040 | |
At the Annual Meeting, the Company’s stockholders approved the adoption of the Iron Mountain Incorporated 2013 Employee Stock Purchase Plan (the “2013 ESPP”). The 2013 ESPP was previously approved by the Company’s board of directors, subject to stockholder approval at the Annual Meeting. The material terms of the 2013 ESPP are summarized in the Company’s proxy statement dated April 24, 2013 relating to the Annual Meeting (the “Proxy Statement”). This proposal received the following votes:
For | | Against | | Abstain | | Broker Non-Vote | |
166,157,035 | | 1,030,015 | | 65,374 | | 8,593,040 | |
At the Annual Meeting, the Company’s stockholders approved a nonbinding advisory resolution on the compensation paid to the Company’s executive officers as disclosed pursuant to Item 402 of Regulation S-K in the Proxy Statement. This proposal received the following votes:
For | | Against | | Abstain | | Broker Non-Vote | |
165,399,065 | | 1,684,841 | | 168,518 | | 8,593,040 | |
At the Annual Meeting, the Company’s stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2013. This proposal received the following votes:
For | | Against | | Abstain | | Broker Non-Vote | |
172,210,902 | | 3,566,689 | | 67,873 | | — | |
The results reported above are final voting results.
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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.
| IRON MOUNTAIN INCORPORATED |
| | |
| By: | /s/ Ernest W. Cloutier |
| Name: | Ernest W. Cloutier |
| Title: | Executive Vice President, General Counsel and Secretary |
Date: June 12, 2013
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