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LMOS > SEC Filings for LMOS > Form 8-K on 6-May-2014All Recent SEC Filings

Show all filings for LUMOS NETWORKS CORP.



Change in Directors or Principal Officers, Submission of Matters to a Vote o

Item 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 6, 2014, at the 2014 Annual Meeting of Shareholders (the "Annual Meeting") of Lumos Networks Corp. (the "Company"), upon recommendation of the Board of Directors of the Company, the stockholders approved an amendment to the Lumos Networks Corp. 2011 Equity and Cash Incentive Plan (as amended, the "Plan") to increase the aggregate number of shares of the Company's common stock authorized for issuance under the Plan by an additional 1,500,000 shares. The amendment does not modify the Plan in any other respect.

The terms and conditions of the Plan are described on pages 46 through 52 of the definitive Proxy Statement on Schedule 14A for the Annual Meeting that was filed with the Securities and Exchange Commission on March 18, 2014 (the "2014 Proxy Statement"), which description is incorporated by reference herein. The description of the Plan is qualified in its entirety by reference to the full text of the Plan, which is attached as Appendix A to the 2014 Proxy Statement and is incorporated by reference herein.

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

The following summarizes the voting results for the five proposals submitted for a vote of the stockholders at the Company's 2014 Annual Meeting held on May 6, 2014.

Proposal 1. To elect Messrs. Timothy G. Biltz, Steven G. Felsher, Robert E. Guth, Michael Huber, James A. Hyde, Michael K. Robinson and Jerry E. Vaughn and Ms. Julia B. North to the Company's Board of Directors to serve until the 2015 Annual Meeting of Stockholders or until their successors are duly elected and qualified. This proposal was approved by the Company's stockholders at the 2014 Annual Meeting.

          Name            Votes For    Votes Against   Abstentions   Broker non-votes
   Timothy G. Biltz      19,666,060         362,875         1,901            639,722
   Steven G. Felsher     19,613,520         415,415         1,901            639,722
   Robert E. Guth        15,669,023       4,359,912         1,901            639,722
   Michael Huber         19,602,034         426,901         1,901            639,722
   James A. Hyde         19,590,625         438,310         1,901            639,722
   Julia B. North        19,707,570         321,363         1,903            639,722
   Michael K. Robinson   15,665,265       4,364,668           903            639,722
   Jerry E. Vaughn       15,572,471       4,456,464         1,901            639,722

Proposal 2. To approve a non-binding advisory resolution approving the compensation of the Company's named executive officers. This proposal was approved by the Company's stockholders at the 2014 Annual Meeting.

                          Votes For          19,955,537
                          Votes Against          59,435
                          Votes Abstained        16,364
                          Broker non-votes      639,222

Proposal 3. To approve the Amendment to increase the share reserve under the 2011 Equity and Cash Incentive Plan. This proposal was approved by the Company's stockholders at the 2014 Annual Meeting.

                          Votes For          16,347,525
                          Votes Against       3,680,324
                          Votes Abstained         2,987
                          Broker non-votes      639,722

Proposal 4. To ratify the appointment by the Audit Committee of the Board of Directors of KPMG LLP as the Company's independent registered public accounting firm for the year ending December 31, 2014. This proposal was approved by the Company's stockholders at the 2014 Annual Meeting.

                          Votes For          20,660,949
                          Votes Against           5,827
                          Votes Abstained         3,782
                          Broker non-votes             -

Proposal 5. To transact such other business as may properly come before the Annual Meeting or any adjournment(s) or postponement(s) thereof.

                          Votes For          10,622,992
                          Votes Against      10,013,953
                          Votes Abstained        33,613
                          Broker non-votes             -

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