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EDMC > SEC Filings for EDMC > Form 8-K on 8-Nov-2013All Recent SEC Filings

Show all filings for EDUCATION MANAGEMENT CORPORATION

Form 8-K for EDUCATION MANAGEMENT CORPORATION


8-Nov-2013

Submission of Matters to a Vote of Security Holders, Other Event


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

Education Management Corporation (the "Company") held its 2013 Annual Meeting of Shareholders on November 8, 2013 (the "Annual Meeting"). Set forth below are the matters the shareholders voted on and the final voting results.

Item 1 - Election of Directors

Each of the following ten Directors, who were nominated to hold office for a
term of one year and until their respective successors are duly elected and
qualified, were elected by the following votes:


Nominee                   Votes For       Votes Withheld     Broker Non-Votes
Edward H. West          109,505,421            909,108            1,193,776
Samuel C. Cowley        110,315,531             98,998            1,193,776
William R. Johnson      103,891,403          6,523,126            1,193,776
Adrian M. Jones         101,360,186          9,054,343            1,193,776
Jeffrey T. Leeds        101,360,199          9,054,330            1,193,776
John R. McKernan, Jr.   103,388,967          7,025,562            1,193,776
Leo F. Mullin           108,908,526          1,506,003            1,193,776
Brian A. Napack         108,911,476          1,503,053            1,193,776
Paul J. Salem           101,997,591          8,416,938            1,193,776
Peter O. Wilde          101,300,949          9,113,580            1,193,776

Item 2 - Ratification of the appointment of Ernst & Young LLP as the Company's
independent registered public accounting firm for the fiscal year ending June 30, 2014

The appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending June 30, 2014 was ratified by the following votes:

Votes For Votes Against Abstentions Broker Non-Votes 111,542,990 65,315 0 0

Item 3 - Amendments to the 2012 Omnibus Long-Term Incentive Plan

The amendments to the 2012 Omnibus Long-Term Incentive Plan were approved by the following votes:

Votes For Votes Against Abstentions Broker Non-Votes 108,710,153 1,700,916 3,460 1,193,776




Item 8.01 - Other Events.

On November 8, 2013, prior to the Annual Meeting of Shareholders, General Lester Lyles informed the Company that he is unavailable to stand for election for family reasons. As disclosed on Page 5 of our Proxy Statement dated October 7, 2013, if a nominee is unavailable for election, the Board may reduce the number of directors to be elected at the Annual Meeting. On November 8, 2013, prior to the Annual Meeting, the Board, by resolution, reduced the size of the Board to ten members.

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