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NSIT > SEC Filings for NSIT > Form 8-K on 17-May-2013All Recent SEC Filings

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Form 8-K for INSIGHT ENTERPRISES INC


17-May-2013

Submission of Matters to a Vote of Security Holders


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

The Annual Meeting of Stockholders of Insight Enterprises, Inc. ("Insight" or the "Company") was held on May 15, 2013. At the Company's 2013 Annual Meeting of Stockholders, the following proposals were considered:

(1) The election of three Class I directors to serve until the 2016 annual meeting of stockholders or until their respective successors have been duly elected and qualified;
(2) An advisory vote to approve named executive officer compensation; and
(3) The ratification of the appointment of KPMG LLP as our independent registered public accounting firm for the year ending December 31, 2013.

The final voting results for each proposal are described below. For beneficial owners holding Insight common stock at a bank or brokerage institution, a "broker non-vote" occurred if the owner failed to give voting instructions, and the bank or broker was otherwise restricted from voting on the owner's behalf.

Proposal 1

Three Class I directors were elected, and the aggregate votes cast for or against were as follows:

Michael M. Fisher, For - 38,829,873, Against - 691,071, Broker Non-Votes - 1,827,828
Bennett Dorrance, For - 38,934,932, Against - 586,012, Broker Non-Votes - 1,827,828
Richard E. Allen, For - 38,955,444, Against - 565,500, Broker Non-Votes - 1,827,828

In addition, Class II Directors (Kenneth T. Lamneck, Larry A. Gunning and Robertson C. Jones) and Class III Directors (Timothy A. Crown, Anthony A. IbargŁen and Kathleen S. Pushor) continued their respective terms of office following the 2013 Annual Meeting of Stockholders.

Proposal 2

The stockholders voted, by an advisory vote, to approve the compensation of our named executive officers, and the aggregate votes cast for or against, as well as the abstentions and broker non-votes, were as follows:

For - 39,152,395, Against - 321,633, Abstentions - 46,916, Broker Non-Votes - 1,827,828

Proposal 3

The Audit Committee's appointment of KPMG LLP as our independent registered public accounting firm for the year ending December 31, 2013 was ratified, and the aggregate votes cast for or against and the abstentions were as follows:

For - 41,133,432, Against - 210,075, Abstentions - 5,265


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