Document
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): May 24, 2018
 
EVERTEC, Inc.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
 
  
Puerto Rico
 
66-0783622
(State or other jurisdiction of
incorporation or organization)
 
(I.R.S. employer
identification number)
 
 
Cupey Center Building, Road 176, Kilometer 1.3,
San Juan, Puerto Rico
 
00926
(Address of principal executive offices)
 
(Zip Code)
(787) 759-9999
(Registrant’s telephone number, including area code)
Not applicable
(Former name, former address and former fiscal year, if changed since last report)
 
 
   
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:
 
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-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.

EVERTEC, Inc. (the “Company”) held its Annual Meeting of Stockholders on May 24, 2018 (the “Annual Meeting”). At the Annual Meeting, stockholders voted on and approved three proposals, each of which is described in more detail in the Company’s definitive proxy statement dated April 9, 2018. At the close of business on March 29, 2018, the record date for the determination of stockholders entitled to vote at the Annual Meeting, there were 72,429,141 shares of the Company’s stock, $0.01 par value per share, each share being entitled to one vote, constituting all of the outstanding voting securities of the Company. Present at the Annual Meeting in person or by proxy were holders of shares representing 68,202,311 shares of Common Stock constituting a quorum.

The final voting results were as follows:

Proposal 1 - Election of Directors.
 
FOR
 
WITHHELD
 
BROKER NON-VOTES
Frank G. D’Angelo
65,898,124
 
251,579
 
2,052,608
Morgan M. Schuessler, Jr.
65,900,245
 
249,458
 
2,052,608
Olga Botero
65,888,109
 
261,594
 
2,052,608
Jorge A. Junquera
65,897,590
 
252,113
 
2,052,608
Teresita Loubriel
65,895,613
 
254,090
 
2,052,608
Néstor O. Rivera
65,793,635
 
356,068
 
2,052,608
Alan H. Schumacher
65,213,528
 
936,175
 
2,052,608
Brian J. Smith
65,901,844
 
247,859
 
2,052,608
Thomas W. Swidarski
65,867,087
 
282,616
 
2,052,608

Proposal 2 - Ratification of the appointment of Deloitte & Touch LLP as the Company’s independent registered public accounting firm for 2018.

FOR
 
AGAINST
 
ABSTAIN
67,993,167
 
91,900
 
117,244


Proposal 3 - Advisory vote on executive compensation.

FOR
 
AGAINST
 
ABSTAIN
 
BROKER NON-VOTES
59,409,557
 
6,624,579
 
115,567
 
2,052,608




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.
 
 
EVERTEC, Inc.
 
(Registrant)
 
 
 
Date: May 25, 2018
By:
/s/ Luis A. Rodríguez
 
 
Name: Luis A. Rodríguez
 
 
Title:   Executive Vice President & General Counsel