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MIND > SEC Filings for MIND > Form 8-K on 30-Jul-2013All Recent SEC Filings

Show all filings for MITCHAM INDUSTRIES INC

Form 8-K for MITCHAM INDUSTRIES INC


30-Jul-2013

Submission of Matters to a Vote of Security Holders


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

Mitcham Industries, Inc. (the "Company") held its 2013 Annual Meeting of Shareholders (the "Annual Meeting") on July 25, 2013 in Huntsville, Texas. At the Annual Meeting, shareholders were requested to (1) elect six individuals to serve on the Board of Directors until the next annual meeting of shareholders, each until their respective successors are duly elected and qualified;
(2) approve, on an advisory basis, Named Executive Officer compensation;
(3) adopt an amendment and restatement to the Mitcham Industries, Inc. Stock Awards Plan, as amended; (4) re-approve the material terms of the Plan as amended by the Amendment; and (5) ratify the selection by the Audit Committee of the Board of Directors of Hein & Associates LLP as the Company's independent registered public accounting firm for the fiscal year ending January 31, 2014. Each proposal was described in the Company's Notice of Annual Meeting and the Company's Definitive Proxy Statement on Schedule 14A, which were each filed with the Securities and Exchange Commission on May 31, 2013. The following actions were taken by the Company's shareholders at the Annual Meeting with respect to each of the proposals:

1. Elect six individuals to serve on the Board of Directors until the next annual meeting of shareholders, each until their respective successors are duly elected and qualified. All nominees were re-elected as directors by the votes indicated:

       Nominee                  Voted For      Votes Withheld      Broker Non-Votes
       Billy F. Mitcham, Jr     9,404,522             565,528             2,082,858
       Peter H. Blum            8,947,897           1,022,153             2,082,858
       Robert P. Capps          8,853,352           1,116,698             2,082,858
       R. Dean Lewis            9,400,801             569,249             2,082,858
       John F. Schwalbe         9,402,567             567,483             2,082,858
       Robert J. Albers         9,507,722             462,328             2,082,858

2. Approve, on an advisory basis, Named Executive Officer compensation:

Voted For Voted Against Abstentions Broker Non-Votes 8,778,404 1,150,455 41,191 2,082,858

3. Adopt an amendment and restatement to the stock awards plan:

Voted For Voted Against Abstentions Broker Non-Votes 8,224,530 1,711,534 33,986 2,082,858

4. Re-approve the material terms of the Plan as amended by the Amendment:

Voted For Voted Against Abstentions Broker Non-Votes 8,719,010 1,220,209 30,831 2,082,858

5. Ratify the selection by the Audit Committee of the Board of Directors of Hein & Associates LLP as the Company's independent registered public accounting firm for the fiscal year ending January 31, 2014:

                     Voted For     Voted Against      Abstentions
                     11,492,727          536,972           23,209


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