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 15, 2019
Iridium Communications Inc.
(Exact name of registrant as specified in its charter)
Delaware | 001-33963 | 26-1344998 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
1750 Tysons Boulevard
Suite 1400
McLean, VA 22102
(Address of principal executive offices)
703-287-7400
(Registrant’s telephone number, including area code)
Check the appropriate box below if theForm 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):
☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ | Soliciting material pursuant toRule 14a-12 under the Exchange Act (17 CFR240.14a-12) |
☐ | Pre-commencement communications pursuant toRule 14d-2(b) under the Exchange Act (17 CFR240.14d-2(b)) |
☐ | Pre-commencement communications pursuant toRule 13e-4(c) under 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, $0.001 par value | IRDM | The 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. |
The Annual Meeting of Stockholders (the “Annual Meeting”) of Iridium Communications Inc. (the “Company”) was held on May 15, 2019 in McLean, Virginia. Of the 113,240,316 shares of common stock, par value $0.001 per share, outstanding as of the close of business on the record date of March 18, 2019, 105,362,959 shares, or approximately 93.0%, were present or represented by proxy at the Annual Meeting. Set forth below are the results of the matters submitted for a vote of stockholders at the Annual Meeting.
Proposal 1 — Election of Directors
The following eleven (11) directors were elected to serve forone-year terms until the 2020 Annual Meeting of Stockholders and until their respective successors are elected and qualified.
Name | Votes For | Votes Withheld | Broker Non-Votes | |||||||||
Robert H. Niehaus | 87,931,905 | 1,479,330 | 15,951,724 | |||||||||
Thomas C. Canfield | 87,749,060 | 1,662,175 | 15,951,724 | |||||||||
Matthew J. Desch | 88,421,021 | 990,214 | 15,951,724 | |||||||||
Thomas J. Fitzpatrick | 85,150,781 | 4,260,454 | 15,951,724 | |||||||||
Jane L. Harman | 88,225,057 | 1,186,178 | 15,951,724 | |||||||||
Alvin B. Krongard | 85,955,550 | 3,455,685 | 15,951,724 | |||||||||
Admiral Eric T. Olson (Ret.) | 88,221,369 | 1,189,866 | 15,951,724 | |||||||||
Steven B. Pfeiffer | 88,417,097 | 994,138 | 15,951,724 | |||||||||
Parker W. Rush | 88,013,225 | 1,398,010 | 15,951,724 | |||||||||
Henrik O. Schliemann | 88,484,501 | 926,734 | 15,951,724 | |||||||||
Barry J. West | 88,474,144 | 937,091 | 15,951,724 |
Proposal 2 — Approval, on anon-binding advisory basis, of the compensation of the Company’s named executive officers.
For | Against | Abstain | Broker Non-Votes | |||
80,203,039 | 9,024,442 | 183,754 | 15,951,724 |
Proposal 3 – Approval of the Company’s Amended and Restated 2015 Equity Incentive Plan.
For | Against | Abstain | Broker Non-Votes | |||
78,466,641 | 10,820,083 | 124,511 | 15,951,724 |
Proposal 4 – Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2019.
For | Against | Abstain | ||
103,888,021 | 1,365,898 | 109,040 |
SIGNATURE
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.
IRIDIUM COMMUNICATIONS INC. | ||||||
Date: May 17, 2019 | By: | /s/ Thomas J. Fitzpatrick | ||||
Name: | Thomas J. Fitzpatrick | |||||
Title: | Chief Financial Officer |