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NUVA > SEC Filings for NUVA > Form 8-K on 15-May-2014All Recent SEC Filings

Show all filings for NUVASIVE INC

Form 8-K for NUVASIVE INC


15-May-2014

Submission of Matters to a Vote of Security Holders


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

On May 14, 2014, NuVasive, Inc. (the "Company"), held its Annual Meeting of Stockholders (the "Annual Meeting"). As of March 18, 2014, the record date of the Annual Meeting, there were 46,525,344 outstanding shares of the Company's common stock. At the Annual Meeting, a quorum of 41,874,228 shares of the Company's common stock were represented in person or by proxy. The Company's stockholders elected two Class I directors and approved each of the other proposed voting matters listed below. Each of the voting matters (or "Proposals") are described in detail in the Company's definitive proxy statement for the Annual Meeting that was filed with the Securities and Exchange Commission ("SEC") on March 27, 2014. The final votes on the Proposals presented at the Annual Meeting are as follows:

Proposal 1

Each of Gregory T. Lucier and Leslie V. Norwalk was elected as a Class I
director to hold office until the 2017 Annual Meeting of Stockholders and until
his or her successor is elected and has qualified, or, if sooner, until the
director's death, resignation or removal, by the following vote:



  Nominee               Votes For        Votes Against        Abstentions      Broker Non-Votes
  Gregory T. Lucier    36,771,491          1,098,295            25,424             3,979,018
  Leslie V. Norwalk    36,962,103            907,684            25,423             3,979,018

Each of Jack R. Blair, Peter C. Farrell, Ph.D., Lesley H. Howe, Peter M. Leddy, Ph.D, Alexis V. Lukianov and Eileen M. More continue to serve as directors of the Company after the Annual Meeting.

Proposal 2

Approval (on a non-binding advisory basis) by the Company's stockholders of the compensation of the Company's named executive officers, as disclosed in the Company's proxy statement for the Annual Meeting pursuant to the compensation disclosure rules of the SEC, passed by the following vote:

Votes For Votes Against Abstentions Broker Non-Votes 28,302,236 9,368,797 224,177 3,979,018

Proposal 3

The Company's 2014 Equity Incentive Plan was approved by the Company's stockholders with the following voting results:

Votes For Votes Against Abstentions Broker Non-Votes 20,735,623 17,147,196 12,391 3,979,018

-2-


Proposal 4

The Company's 2014 Executive Incentive Compensation Plan was approved by the Company's stockholders with the following voting results:

Votes For Votes Against Abstentions Broker Non-Votes 33,761,605 4,099,357 34,248 3,979,018

Proposal 5

Ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2014 was approved by the Company's stockholders by the following vote:

Votes For Votes Against Abstentions Broker Non-Votes 41,493,793 365,904 14,531 0

No other items were presented for stockholder approval at the Annual Meeting.

-3-


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