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): October 29, 2001
GLOBALNET, INC.
(Exact Name of Registrant as Specified in Charter)
Nevada 0-27469 87-0635536
(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification No.)
1919 South Highland Avenue
Suite 125-D
Lombard, Illinois 60148
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (630) 652-1300
N/A
(Former name or former address, if changed since last report)
Item 5. Other Events.
On October 29, 2001, GlobalNet, Inc. (the "Company") held its 2001 Annual
Meeting of Stockholders. The meeting was held to (i) elect seven (7) Directors
to the Company's Board of Directors and (ii) adopt the GlobalNet 2001 Incentive
Plan.
Stockholders of the Company's Common Stock, $.001 par value, of record as
of September 4, 2001 (the "Record Date") were entitled to notice of the Annual
Meeting and to vote at such meeting. As of the Record Date, there were
31,529,043 shares of Common Stock entitled to vote at the meeting. Shareholders
holding 23,223,949 shares of Common Stock, representing a majority of the Common
Stock and representing a quorum (approximately 73.659% of the total shares
entitled to vote), were represented at the meeting either in person or by proxy.
RESULTS OF VOTING
I. ELECTION OF DIRECTORS
Shareholders were asked to elect seven (7) Directors to the Company's
Board of Directors. Set forth below are the names of the persons nominated for
and elected to serve on the Company's Board of Directors for a term of one (1)
year until the year 2002 Annual Meeting of Stockholders and until his successor
is duly elected and qualified as well as the results of the voting for the
nominee.
A. Robert J. Donahue
TOTAL VOTES FOR 23,089,868
----------
NON-VOTES/WITHHELD/AGAINST 134,081
----------
PERCENTAGE OF SHARES VOTING FOR ELECTION 99.423%
----------
PERCENTAGE OF NON-VOTES/WITHHELD/AGAINST
0.577%
----------
B. Daniel M. Wickersham
TOTAL VOTES FOR 23,099,068
----------
NON-VOTES/WITHHELD/AGAINST 124,881
----------
PERCENTAGE OF SHARES VOTING FOR ELECTION 99.462%
----------
PERCENTAGE OF NON-VOTES/WITHHELD/AGAINST
0.538%
----------
C. Pere Valles
TOTAL VOTES FOR 23,099,868
----------
NON-VOTES/WITHHELD/AGAINST 124,081
----------
PERCENTAGE OF SHARES VOTING FOR ELECTION 99.462%
----------
PERCENTAGE OF NON-VOTES/WITHHELD/AGAINST
0.534%
----------
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----------
D. Colum P. Donahue
TOTAL VOTES FOR 21,012,828
----------
NON-VOTES/WITHHELD/AGAINST 2,211,121
----------
PERCENTAGE OF SHARES VOTING FOR ELECTION 90.479%
----------
PERCENTAGE OF NON-VOTES/WITHHELD/AGAINST
9.521%
----------
E. Carmine F. Adimando
TOTAL VOTES FOR 23,074,068
----------
NON-VOTES/WITHHELD/AGAINST 149,881
----------
PERCENTAGE OF SHARES VOTING FOR ELECTION 99.355%
----------
PERCENTAGE OF NON-VOTES/WITHHELD/AGAINST
0.645%
----------
F. Richard E. Wilson
TOTAL VOTES FOR 23,100,068
----------
NON-VOTES/WITHHELD/AGAINST 123,881
----------
PERCENTAGE OF SHARES VOTING FOR ELECTION 99.355%
----------
PERCENTAGE OF NON-VOTES/WITHHELD/AGAINST
0.533%
----------
G. Paul Fritz
TOTAL VOTES FOR 23,099,068
----------
NON-VOTES/WITHHELD/AGAINST 124,881
----------
PERCENTAGE OF SHARES VOTING FOR ELECTION 99.462%
----------
PERCENTAGE OF NON-VOTES/WITHHELD/AGAINST
0.538%
----------
The Board of Directors of the Company is now comprised of the following
seven (7) directors: Robert J. Donahue, Daniel M. Wickersham, Colum P. Donahue,
Pere Valles, Paul Fritz, Carmine F. Adimando and Richard E. Wilson whose terms
each expire at the 2002 Annual Meeting of Stockholders.
II. PROPOSAL TO ADOPT THE GLOBALNET'S 2001
INCENTIVE PLAN
Shareholders were asked to adopt the GlobalNet 2001 Incentive Plan.
TOTAL VOTES FOR 15,902,314
----------
NON-VOTES/WITHHELD/AGAINST 447,511
----------
PERCENTAGE OF SHARES VOTING FOR 97.263%
----------
PERCENTAGE OF NON-VOTES/WITHHELD/AGAINST
2.737%
----------
The GlobalNet 2001 Incentive Plan was adopted.
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Item 7. Financial Statements, PRO FORMA Financial Information and Exhibits.
(a) Financial Statements.
Not applicable.
(b) Pro Forma Financial Information.
Not applicable.
(c) Exhibits
EXHIBIT DESCRIPTION
3.1 Amended and Restated By-Laws of the Company. (1)
10.1 GlobalNet 2001 Incentive Compensation Plan. (2)
(1) Filed herewith.
(2) Filed as Appendix A to the Company's Definitive Proxy Statement on
Schedule A filed with the Securities and Exchange Commission on September
13, 2001 and incorporated by reference herein.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report on Form 8-K to be signed on its behalf by
the undersigned hereunto duly authorized.
GLOBALNET, INC.
By: /s/ Robert J. Donahue
----------------------------------------
Name: Robert J. Donahue
Title: Chairman, Chief Executive Officer
and Director
Date: November 9, 2001
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