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COO > SEC Filings for COO > Form 8-K on 19-Mar-2014All Recent SEC Filings

Show all filings for COOPER COMPANIES INC



Submission of Matters to a Vote of Security Holders, Financial Statements an

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

On March 17, 2014, The Cooper Companies, Inc. ("Cooper") held its Annual Meeting of Stockholders. The matters listed below were submitted to a vote of the stockholders through the solicitation of proxies, and the proposals are described in detail in Cooper's definitive Proxy Statement filed with the SEC on January 31, 2014. Each of the proposals was approved by the stockholders as set forth below.

Proposal 1 - Election of a Board of Eight Directors

The following individuals were elected to serve as directors of Cooper until the
2015 Annual Meeting of Stockholders and until their successors have been duly
elected and qualified. The voting results were as follows:

       Nominee                           For       Against   Abstain   Non-Vote
       A. Thomas Bender (Chairman)    41,379,884   879,632   32,880    1,783,951
       Michael H. Kalkstein           41,395,719   863,868   32,808    1,783,952
       Jody S. Lindell                41,780,379   479,461   32,556    1,783,951
       Gary S. Petersmeyer            41,825,111   433,312   33,973    1,783,951
       Steven Rosenberg               41,370,383   888,021   33,991    1,783,952
       Allan E. Rubenstein, M.D.
       (Vice-Chair & Lead Director)   41,390,101   867,903   34,391    1,783,952
       Robert S. Weiss                41,492,408   766,719   33,268    1,783,952
       Stanley Zinberg, M.D.          41,381,392   876,397   34,607    1,783,951

Proposal 2 - Ratification of KPMG LLP as Independent Registered Public Accounting Firm for the Fiscal Year Ending October 31, 2014

The appointment of KPMG LLP to serve as Cooper's independent registered public accounting firm for the fiscal year ending October 31, 2014 was ratified. The voting results were as follows:

For Against Abstain Broker Non-Vote 43,494,290 532,416 49,610 31

Proposal 3 - Advisory Vote on the Compensation of Named Executive Officers

The stockholders adopted, on an advisory basis, a resolution approving the Company's compensation of the Named Executive Officers as presented in the Proxy Statement. The voting results were as follows:

For Against Abstain Broker Non-Vote 41,875,090 263,876 153,460 1,783,921

ITEM 9.01. Financial Statements and Exhibits.

(d) Exhibits.

No.          Description

99.1         Press Release dated March 17, 2014 regarding Cooper Annual Stockholder

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