Amdocs Limited (DOX) 6-K Current report (foreign)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

Form6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE13a-16 OR15d-16

OF THE SECURITIES EXCHANGE ACT OF 1934

For the month of January 2020

Commission File Number1-14840

AMDOCS LIMITED

Hirzel House, Smith Street,

St. Peter Port, Island of Guernsey, GY1 2NG

Amdocs, Inc.

1390 Timberlake Manor Parkway, Chesterfield, Missouri 63017

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form20-F or Form40-F:

FORM20-F  ☒            FORM40-F  ☐

Indicate by check mark if the registrant is submitting the Form6-K in paper as permitted by RegulationS-T Rule 101(b)(1):  ☐

Indicate by check mark if the registrant is submitting the Form6-K in paper as permitted by RegulationS-T Rule 101(b)(7):  ☐

Indicate by check mark whether the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule12g3-2(b) under the Securities Exchange Act of 1934:

YES  ☐            NO  ☒

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule12g3-2(b):82-

Submission of Matters to a Vote of Security Holders.

Voting Results.

At the 2020 Annual General Meeting of Shareholders of Amdocs Limited (the “Company”) held on January 31, 2020, the proposals listed below were submitted to a vote of the Company’s shareholders. The proposals are described in the Company’s proxy statement for the 2020 Annual General Meeting of Shareholders.

Proposal 1 – The election of ten nominees to the Company’s Board of Directors each for a term of one year.

The 10 nominees named in the proxy statement were elected to serve as directors until the Company’s 2021 Annual General Meeting of Shareholders. Information as to the vote on each director standing for election is provided below:

Nominee	Votes For		Votes Against		Votes Abstaining		Broker Non-Votes
Robert A. Minicucci		108,505,003		9,037,035		425,149	—
Adrian Gardner		112,515,370		5,030,819		420,998	—
James S. Kahan		107,878,193		9,569,806		519,188	—
Rafael de la Vega		116,711,187		1,024,359		231,641	—
Giora Yaron		117,652,697		81,752		232,738	—
Eli Gelman		115,082,020		2,651,272		233,895	—
Richard T.C. LeFave		113,246,594		4,488,415		232,178	—
John A. MacDonald		117,509,641		226,044		231,502	—
Shuky Sheffer		117,085,889		645,982		235,316	—
Yvette Kanouff		117,694,550		44,912		227,725	—

Proposal 2 – The approval of an amendment of the Amdocs Limited 1998 Stock Option and Incentive Plan increasing the number of shares authorized for issuance under the plan and the sublimit on “full value” awards under the plan, in each case, by 3,000,000 shares.

The shareholders approved an amendment of the Amdocs Limited 1998 Stock Option and Incentive Plan increasing the number of shares authorized for issuance under the plan and the sublimit on “full value” awards under the plan, in each case, by 3,000,000 shares. The voting results were as follows:

Votes For	Votes Against	Votes Abstaining	Broker Non-Votes
103,494,815	9,219,083	5,253,289	—

Proposal 3 – The approval of an increase in the dividend rate under the Company’s quarterly cash dividend program from $0.285 per share to $0.3275 per share.

The shareholders approved an increase in the dividend rate under the Company’s quarterly cash dividend program from $0.285 per share to $0.3275 per share. The voting results were as follows:

Votes For	Votes Against	Votes Abstaining	Broker Non-Votes
117,760,194	5,242	201,751	—

Proposal 4 – The approval of the Company’s Consolidated Financial Statements for the fiscal year ended September 30, 2019.

The shareholders approved the Company’s Consolidated Financial Statements for the fiscal year ended September 30, 2019. The voting results were as follows:

Votes For	Votes Against	Votes Abstaining	Broker Non-Votes
117,357,838	1,551	607,798	—

Proposal 5 – The ratification and approval of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending September 30, 2020, and until the next annual general meeting,and authorization of the Audit Committee of the Board of Directors to fix the remuneration of such independent registered public accounting firm in accordance with the nature and extent of its services.

The shareholders ratified and approved the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending September 30, 2020, and until the next annual general meeting, and authorized the Audit Committee of the Board of Directors to fix the remuneration of such independent registered public accounting firm in accordance with the nature and extent of its services. The voting results were as follows:

Votes For	Votes Against	Votes Abstaining	Broker Non-Votes
113,107,129	4,641,869	218,189	—

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.

AMDOCS LIMITED
By:	/s/ Matthew E. Smith
	Matthew E. Smith
	Secretary and Authorized Signatory

Date: February 3, 2020