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)
September 9, 2008
QUALITY SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
CALIFORNIA 0-13801 95-2888568
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification Number)
18111 Von Karman, Suite 600
Irvine, California 92612
(Address of Principal Executive Offices)
(949) 255-2600
(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 ( see General Instruction A.2. below):
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)) |
On September 4, 2008, Quality Systems, Inc. (“QSI”) held its 2008 Annual Meeting. QSI shareholders were asked to consider and vote upon the following three proposals:
| 1. | To elect nine persons to serve as directors of QSI. |
| | |
| 2. | To ratify the appointment of Grant Thornton, LLP as independent public accountants of QSI for the fiscal year ending March 31, 2009. |
| | |
| 3. | To approve an amendment to QSI's Bylaws changing the definition of “independent” director. |
On September 9, 2008, the independent inspector of election issued its final report on the results of the shareholder vote as follows:
Proposal No. 1 – Election of Directors | Votes For | Withheld |
| | |
Name of Management Nominee | | |
| | |
George Bristol | 22,471,224 | 103,552 |
Patrick Cline | 22,469,844 | 103,552 |
Philip N. Kaplan | 22,468,600 | 103,552 |
Vincent J. Love | 22,469,252 | 103,552 |
Russell Pflueger | 22,468,614 | 103,552 |
Steven T. Plochocki | 22,467,958 | 103,552 |
Sheldon Razin | 22,458,849 | 103,552 |
Robert L. Smith | 12,828 | 103,552 |
| | |
Name of Ahmed Hussein Nominee | | |
| | |
Murray Brennan, M.D. | 23,551,142 | 15,168 |
Thomas R. DiBenedetto | 101,102 | 15,168 |
Ibrahim Fawzy | 200,550 | 15,168 |
Edwin Hoffman | 101,102 | 15,168 |
Ahmed Hussein | 23,551,143 | 15,168 |
Joseph D. Stillwell | 100,202 | 15,168 |
| | |
| For | Against | Abstain |
Proposal No. 2 – Ratification of Accountants | 22,872,497 | 28,814 | 22,511 |
Proposal No. 3 – Amendment of Bylaws | 9,297,766 | 13,561,911 | 64,143 |
As a result of the shareholder vote, (i) with respect to Proposal No. 1, Messrs. Brennan, Bristol, Cline, Hussein, Kaplan, Love, Plueger, Plochocki, and Razin were elected to serve as directors, (ii) Proposal No. 2 was approved and (iii) proposal No. 3 failed to receive the votes required to pass and was not approved. On September 10, 2008, QSI issued a press release containing further information concerning the annual meeting results. A copy of that press release is set forth on Exhibit 99.1 attached hereto.
Item 9.01 | Financial Statements and Exhibits. |
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.
Date: September 10, 2008
| QUALITY SYSTEMS, INC.
By: /s/ Paul Holt |
|
Paul Holt
Chief Financial Officer
|
