On July 25, 2016, Spok Holdings, Inc. (the Company) held its 2016 Annual Meeting of Stockholders (the Annual Meeting). There were 20,547,871 shares of common stock eligible to vote, of which 19,184,472 shares were represented by proxy at the Annual Meeting. The purpose of the Annual Meeting was to elect eight directors; to ratify the appointment of Grant Thornton LLP as the Companys independent registered public accounting firm for the year ending December31, 2016; to approve, on an advisory basis, the compensation of the Companys named executive officers (the NEOs); and to approve the Spok Holdings, Inc. 2016 Employee Stock Purchase Plan ("2016 ESPP"). No other business was transacted.
Nominees for election to the Board of Directors were approved by a plurality of the votes properly cast by holders of the common stock present by proxy at the Annual Meeting, each share being entitled to one vote. Shares withheld from voting on the election of directors, including broker non-votes, had no effect on the outcome of the election of directors. Eight directors were elected to hold office until the next annual meeting and until their respective successors have been elected or appointed.
The results of the election of the directors; the ratification of the appointment of Grant Thornton LLP; the advisory vote on the compensation of the Companys NEOs; and the vote on the 2016 ESPP; were as follows:
Election of Directors:
N. Blair Butterfield
Nicholas A. Gallopo
Stacia A. Hylton
Vincent D. Kelly
Samme L. Thompson
Ratification of the Appointment of:
Grant Thornton LLP
Advisory Vote on the Approval of:
Vote on the Approval of:
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