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

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Form 8-K for WAGEWORKS, INC.


Submission of Matters to a Vote of Security Holders

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

On May 13, 2014, WageWorks, Inc. (the "Corporation") held its 2014 Annual Meeting of Shareholders (the "Annual Meeting") for the purposes of: (1) electing three Class II Directors for a term expiring at the 2017 Annual Meeting of Shareholders; and (ii) ratifying the appointment of KPMG LLP as the Corporation's independent registered public accounting firm for the fiscal year ending December 31, 2014. As of the close of business on March 17, 2014, the record date for the Annual Meeting, 35,015,332 common shares of the Corporation were outstanding and entitled to vote. At the Annual Meeting, 33,988,447 or approximately 97.1% of the outstanding common shares entitled to vote were represented in person or by proxy.

The results of the voting at the Annual Meeting are as follows:

1. The three Class II Directors were elected to each serve a term of three years:

Name                 Votes For    % of Shares   Votes Withheld   Broker Non-Votes

Mariann Byerwalter   31,827,727   93.6%         600,473          1,560,247

John W. Larson       31,633,858   93.1%         794,342          1,560,247

Edward C. Nafus      31,869,683   93.8%         558,517          1,560,247

2. The selection of KPMG LLP as the Corporation's independent registered public accounting firm for the year ending December 31, 2014 was ratified:

Votes For    % of Shares Voted   Votes Against   Abstentions   Broker Non-Votes
33,807,829   99.5%               51,535          129,083       0


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


By: /s/ Joseph L. Jackson
Name: Joseph L. Jackson
Title: Chief Executive Officer

Date: May 14, 2014

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