(e) On May 25, 2016, shareholders of Virtus Investment Partners, Inc. (the Company) approved an amendment to the Amended and Restated Virtus Investment Partners, Inc. Omnibus Incentive and Equity Plan at the Companys annual meeting of shareholders. The Amended and Restated Virtus Investment Partners, Inc. Omnibus Incentive and Equity Plan, as amended, among other things, increases the number of shares authorized for issuance by 600,000 shares and refines the description of our Performance Goals.
The Amended and Restated Virtus Investment Partners, Inc. Omnibus Incentive and Equity Plan is filed as Exhibit 10.1 hereto.
Item 5.07 Submission of Matters to a Vote of Security Holders.
On May 25, 2016, the Company held its annual meeting of shareholders (the Meeting) in Hartford, C onnecticut. Each of the proposals voted on at the Meeting were approved by the Companys shareholders. The final results for the votes regarding each proposal are set forth below.
Item 1. Election of Directors.
The holders of record of the Companys common stock elected three Class II directors as follows:
James R. Baio
Susan S. Fleming
Russel C. Robertson
Item 2. Approval of an Amendment to the Companys Amended and Restated Omnibus Incentive and Equity Plan.
The amendment to the Companys Amended and Restated Omnibus Incentive and Equity Plan to increase the number of shares available for issuance by 600,000 shares and to refine the description of our Performance Goals was approved by the Companys shareholders with 6,599,249 votes For; 390,944 votes Against; 10,119 votes Abstained; and 634,584 Broker Non-Votes.
Item 3. Ratification of Appointment of Independent Registered Public Accounting Firm.
The ratification of the appointment of PricewaterhouseCoopers LLP as the Companys independent registered public accounting firm for the fiscal year ending December 31, 2016 was approved by the Companys shareholders with 7,607,300 votes For; 24,806 votes Against; 2,790 votes Abstained; and 0 Broker Non-Votes.
Item 9.01 Financial Statements and Exhibits
10.1 Amended and Restated Virtus Investment Partners, Inc. Omnibus Incentive and Equity Plan.
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.
VIRTUS INVESTMENT PARTNERS, INC.
Dated:May 26, 2016
/s/ Mark S. Flynn
Mark S. Flynn
Executive Vice President, General Counsel and Secretary
Index to Exhibits
*10.1Amended and Restated Virtus Investment Partners, Inc. Omnibus Incentive and Equity Plan
*Management contract, compensatory plan or arrangement.
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