Search the web
Welcome, Guest
[Sign Out, My Account]
EDGAR_Online

Quotes & Info
Enter Symbol(s):
e.g. YHOO, ^DJI
Symbol Lookup | Financial Search
SHEN > SEC Filings for SHEN > Form 8-K on 18-Apr-2012All Recent SEC Filings

Show all filings for SHENANDOAH TELECOMMUNICATIONS CO/VA/ | Request a Trial to NEW EDGAR Online Pro

Form 8-K for SHENANDOAH TELECOMMUNICATIONS CO/VA/


18-Apr-2012

Amendments to Articles of Inc. or Bylaws; Change in Fiscal Y


Item 5.03 Amendment to Bylaws.

On April 17, 2012, the Company's Board of Directors approved changes to the Company's Bylaws to permit the President, in addition to the Board of Directors, to appoint and remove certain officers of the Company. (Article IV, Sections 1 through 5)

A copy of the Bylaws, as amended, is included as Exhibit 3.2 to this report.



Item 5.07 Submission of Matters to a Vote of Security Holders.

(a) On April 17, 2012, Shenandoah Telecommunications Company held its annual shareholder meeting. At the meeting, the directors set forth below were appointed to three year terms, and two proposals, one to ratify the appointment of KPMG LLP as the Company's independent registered public accounting firm for 2012, and the second to approve named executive officer compensation, were approved by shareholders voting by proxy or in person.

(b) The final voting results with respect to each proposal voted upon at the annual shareholder meeting are set forth below.

Proposal 1:

The Company's shareholders elected each of the three nominees to the Board of
Directors for a three-year term by a plurality of votes cast:

                                             Votes          Broker
                          Votes For        Withheld        Non-Votes

Ken L. Burch               14,857,397         703,721       2,518,271

Richard L. Koontz, Jr.     14,528,583       1,032,535       2,518,271

Jonelle St. John           14,862,554         698,564       2,518,271

There were no abstentions in the election of directors.

Proposal 2:

The Company's shareholders ratified the appointment of KPMG LLP, as set forth below:

Votes For Votes Against Abstentions Broker Non-Votes 17,731,102 122,091 226,196 -


Proposal 3:

The Company's shareholders approved by advisory vote the compensation paid to the Company's named executive officers, as set forth below:

Votes For Votes Against Abstentions Broker Non-Votes 14,270,664 609,014 670,352 2,529,359



Item 7.01 Regulation FD Disclosure.

The following information is furnished pursuant to Regulation FD: On April 17, 2012, Shenandoah Telecommunications Company held its annual shareholder meeting. The materials attached hereto as Exhibit 99.1 and Exhibit 99.2 were presented at the meeting. The presentations are also available on the Company's website.

The presentation may contain forward-looking statements about Shenandoah Telecommunications regarding, among other things, our business strategy, our prospects and our financial position. These statements can be identified by the use of forward-looking terminology such as "believes," "estimates," "expects," "intends," "may," "will," "should," "could," or "anticipates" or the negative or other variation of these or similar words, or by discussions of strategy or risks and uncertainties. Shenandoah Telecommunications undertakes no obligation to revise or update such statements to reflect current events or circumstances after the date hereof, or to reflect the occurrence of unanticipated events.



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

The following exhibits are furnished with this Current Report on Form 8-K.

3.2 Shenandoah Telecommunications Company Bylaws, as amended

99.1 Annual Meeting Presentation Slides

99.2 Annual Meeting Scripts


  Add SHEN to Portfolio     Set Alert         Email to a Friend  
Get SEC Filings for Another Symbol: Symbol Lookup
Quotes & Info for SHEN - All Recent SEC Filings
Sign Up for a Free Trial to the NEW EDGAR Online Pro
Detailed SEC, Financial, Ownership and Offering Data on over 12,000 U.S. Public Companies.
Actionable and easy-to-use with searching, alerting, downloading and more.
Request a Trial      Sign Up Now


Copyright © 2013 Yahoo! Inc. All rights reserved. Privacy Policy - Terms of Service
SEC Filing data and information provided by EDGAR Online, Inc. (1-800-416-6651). All information provided "as is" for informational purposes only, not intended for trading purposes or advice. Neither Yahoo! nor any of independent providers is liable for any informational errors, incompleteness, or delays, or for any actions taken in reliance on information contained herein. By accessing the Yahoo! site, you agree not to redistribute the information found therein.