UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM8-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): August 8, 2019
CORVEL CORPORATION
(Exact Name of Registrant as Specified in Charter)
DELAWARE | 000-19291 | 33-0282651 | ||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
2010 Main Street, Suite 600, Irvine, California | 92614 | |
(Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (949)851-1473
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form8-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 the 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, Par Value $0.0001 Per Share | CRVL | NASDAQ Global Select Market |
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. |
CorVel Corporation (the “Company”) held its 2019 annual meeting of stockholders on August 8, 2019. The following two proposals were approved by stockholders according to the following final voting results:
1. | To elect the six directors named in the Proxy Statement, each to serve until the 2020 annual meeting of stockholders or until his or her successor has been duly elected and qualified: |
Director Candidate | For | Withheld | ||
V. Gordon Clemons | 13,650,805 | 2,778,750 | ||
Steven J. Hamerslag | 11,798,205 | 4,631,350 | ||
Alan R. Hoops | 13,634,312 | 2,795,243 | ||
R. Judd Jessup | 13,380,426 | 3,049,129 | ||
Jean H. Macino | 13,651,484 | 2,778,071 | ||
Jeffrey J. Michael | 11,750,339 | 4,679,216 |
BrokerNon-Votes | 932,419 |
2. | To ratify the appointment of Haskell & White LLP as the Company’s independent registered public accounting firm for the fiscal year ending March 31, 2020: |
For | 17,210,851 | |||
Against | 134,631 | |||
Abstain | 16,492 | |||
BrokerNon-Votes | 0 |
The following stockholder proposal was not approved by stockholders according to the following final voting results:
3. | Stockholder proposal requesting the issuance of a public report detailing the potential risks associated with omitting “sexual orientation” and “gender identity” from the Company’s equal employment opportunity policy: |
For | 6,084,030 | |||
Against | 10,175,867 | |||
Abstain | 169,658 | |||
BrokerNon-Votes | 932,419 |
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.
CORVEL CORPORATION | ||||
(Registrant) | ||||
Dated: August 9, 2019 | /s/ Brandon T. O’Brien | |||
Brandon T. O’Brien | ||||
Chief Financial Officer |