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MMSI > SEC Filings for MMSI > Form 8-K on 29-May-2013All Recent SEC Filings

Show all filings for MERIT MEDICAL SYSTEMS INC | Request a Trial to NEW EDGAR Online Pro

Form 8-K for MERIT MEDICAL SYSTEMS INC


29-May-2013

Submission of Matters to a Vote of Security Holders


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

On May 22, 2013, Merit Medical Systems, Inc. (the "Company") held its 2013 Annual Meeting of Shareholders (the "Annual Meeting"). A total of 42,530,816 shares of the Company's common stock were entitled to vote as of March 28, 2013, the record date for the Annual Meeting, of which 39,101,982 shares were represented in person or by proxy at the Annual Meeting.
The shareholders of the Company voted on the following matters at the Annual Meeting: (i) the election of two directors of the Company, to serve until the annual meeting of the Company's shareholders in 2016 and until their respective successors have been duly elected and qualified, (ii) a non-binding advisory resolution to approve the compensation of the Company's named executive officers, otherwise known as a "say-on-pay" vote, and (iii) the ratification of the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2013. Matter 1
Each of the two nominees listed below was re-elected to serve as a director of the Company. The votes cast for or withheld for each nominee, excluding 2,292,799 broker non-votes, were as follows:

Nominee                           For       Withheld
Richard W. Edelman             30,755,686   6,053,497
Michael E. Stillabower, M.D.   29,595,108   7,214,075

Matter 2
The results of the voting on a non-binding advisory resolution to approve the
compensation of the Company's named executive officers were as follows:
                                            Broker
Votes For    Votes Against   Abstentions   Non-Votes
30,694,736     5,074,409      1,040,038    2,292,799

Accordingly, a majority of votes cast with respect to the advisory "say-on-pay" resolution were "for" approval of the compensation of the Company's named executive officers, as disclosed in the Company's proxy statement distributed in connection with the Annual Meeting.
Matter 3
The Company's shareholders ratified the appointment of Deloitte and Touche LLP to serve as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2013.
The voting results with respect to the proposal to ratify the appointment of Deloitte & Touche LLP to serve as the Company's independent registered public accountant were as follows:

                                      For             Opposed          Abstained
Ratification of appointment
of Deloitte & Touche LLP          36,956,156          698,274          1,447,552


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