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):
June 3, 2015
ALLIANCE DATA SYSTEMS CORPORATION
(Exact Name of Registrant as Specified in Charter)
| DELAWARE | | 001-15749 | | 31-1429215 |
| (State or Other Jurisdiction | | (Commission | | (IRS Employer |
| of Incorporation) | | File Number) | | Identification No.) |
7500 DALLAS PARKWAY, SUITE 700
PLANO, TEXAS 75024
(Address and Zip Code of Principal Executive Offices)
(214) 494-3000
(Registrant's Telephone Number, including Area Code)
NOT APPLICABLE
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K 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 |
| | | |
| [ ] | | Soliciting material pursuant to Rule 14a-12 under the Exchange Act |
| | | |
| [ ] | | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act |
| | | |
| [ ] | | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act |
Item 1.01 Entry into a Material Definitive Agreement.
A copy of the Alliance Data Systems Corporation form of Indemnification Agreement for Officers and Directors is attached as Exhibit 10.1 and incorporated by reference herein.
Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 3, 2015, Alliance Data Systems Corporation's annual meeting of stockholders was held at the Company's corporate headquarters at 7500 Dallas Parkway, Suite 700, Plano, Texas 75024. A total of 62,234,319 shares of the Company's common stock were present or represented by proxy at the annual meeting, representing approximately 88.08% of the Company's shares outstanding as of April 6, 2015, the record date set for the annual meeting. The matters voted on at the annual meeting and the results for each matter were as follows:
(a) Each of Bruce K. Anderson, Roger H. Ballou, D. Keith Cobb, E. Linn Draper, Jr., Edward J. Heffernan, Kenneth R. Jensen, Robert A. Minicucci and Laurie A. Tucker was elected as a director of the Company to serve until the 2016 annual meeting of stockholders.
Bruce K. Anderson
| 50,488,853 | | For | |
| 1,248,472 | | Against | |
| 141,322 | | Abstain | |
| 2,937,294 | | Broker Non-Votes | |
Roger H. Ballou
| 50,465,227 | | For | |
| 946,135 | | Against | |
| 467,285 | | Abstain | |
| 2,937,294 | | Broker Non-Votes | |
D. Keith Cobb
| 50,607,511 | | For | |
| 1,130,381 | | Against | |
| 140,755 | | Abstain | |
| 2,937,294 | | Broker Non-Votes | |
E. Linn Draper, Jr.
| 50,921,447 | | For | |
| 815,911 | | Against | |
| 141,289 | | Abstain | |
| 2,937,294 | | Broker Non-Votes | |
Edward J. Heffernan
| 50,904,675 | | For | |
| 834,752 | | Against | |
| 139,220 | | Abstain | |
| 2,937,294 | | Broker Non-Votes | |
Kenneth R. Jensen
| 50,508,696 | | For | |
| 903,066 | | Against | |
| 466,885 | | Abstain | |
| 2,937,294 | | Broker Non-Votes | |
Robert A. Minicucci
| 50,561,733 | | For | |
| 1,175,847 | | Against | |
| 141,067 | | Abstain | |
| 2,937,294 | | Broker Non-Votes | |
Laurie A. Tucker
| 51,141,201 | | For | |
| 596,805 | | Against | |
| 140,641 | | Abstain | |
| 2,937,294 | | Broker Non-Votes | |
(b) Executive compensation was approved, on an advisory basis, by the Company's stockholders.
| 51,065,056 | | For | |
| 637,632 | | Against | |
| 175,959 | | Abstain | |
| 2,937,294 | | Broker Non-Votes | |
(c) The 2015 Omnibus Incentive Plan was approved by the Company's stockholders.
| 49,024,041 | | For | |
| 2,679,476 | | Against | |
| 175,130 | | Abstain | |
| 2,937,294 | | Broker Non-Votes | |
(d) The 2015 Employee Stock Purchase Program was approved by the Company's stockholders.
| 51,570,585 | | For | |
| 136,440 | | Against | |
| 171,622 | | Abstain | |
| 2,937,294 | | Broker Non-Votes | |
(e) The selection of Deloitte & Touche LLP as the Company's independent registered public accounting firm for 2015 was ratified by the Company's stockholders.
| 54,373,398 | | For | |
| 290,341 | | Against | |
| 152,202 | | Abstain | |
| 0 | | Broker Non-Votes | |
(f) A stockholder proposal to adopt a "proxy access" bylaw was approved by the Company's stockholders.
| 28,815,791 | | For | |
| 22,880,569 | | Against | |
| 182,287 | | Abstain | |
| 2,937,294 | | Broker Non-Votes | |
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. | | Document Description |
| | | |
| 10.1 | | Form of Alliance Data Systems Corporation Indemnification Agreement for Officers and Directors. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | Alliance Data Systems Corporation |
| | | | |
| Date: June 5, 2015 | By: | | /s/ Charles L. Horn |
| | | | Charles L. Horn |
| | | | Executive Vice President and |
| | | | Chief Financial Officer |
EXHIBIT INDEX
Exhibit No. | | Document Description |
| | | |
| 10.1 | | Form of Alliance Data Systems Corporation Indemnification Agreement for Officers and Directors. |
