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CERN > SEC Filings for CERN > Form 8-K on 27-May-2014All Recent SEC Filings

Show all filings for CERNER CORP /MO/

Form 8-K for CERNER CORP /MO/


27-May-2014

Submission of Matters to a Vote of Security Holders, Other Events, Financial Sta


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

Cerner Corporation ("Cerner") held its Annual Shareholders' Meeting on May 23, 2014. The shareholders considered and voted on the three proposals submitted for shareholder vote, each of which is described in detail in Cerner's 2014 Proxy Statement. The following is a brief description of the matters that were voted on at the Annual Shareholders' Meeting and the final results of such voting:

Proposal No. 1 - The election of three Class I Directors, John C. Danforth, Neal L. Patterson and William D. Zollars, each to serve for a three year term.

Final Results: John C. Danforth, Neal L. Patterson and William D. Zollars have been elected as Class I Directors.

                                                                   Broker
                         For          Against     Abstentions     Non-votes

John C. Danforth     277,772,846    12,045,986        594,731    25,445,755
Neal L. Patterson    283,182,751     6,211,077      1,019,735    25,445,755
William D. Zollars   285,345,458     4,460,184        607,921    25,445,755

Proposal No. 2 - The ratification of the appointment of KPMG LLP as the independent registered public accounting firm of Cerner for 2014.
Final Results: The shareholders ratified the appointment of KPMG LLP as Cerner's independent registered public accounting firm for 2014.

For Against Abstentions

KPMG LLP   313,067,669    2,152,730        638,919



There were no broker non-votes with respect to this proposal.

Proposal No. 3 - An advisory vote to approve the compensation of Cerner's Named
Executive Officers.
Final Results: The shareholders approved, on an advisory basis, the compensation
of Cerner's Named Executive Officers.
                                                                                     Broker
                                        For          Against       Abstentions     Non-votes

Advisory Vote to Approve the
Compensation of Cerner's Named     285,546,174      3,744,493       1,122,896     25,445,755
Executive Officers




Item 8.01 Other Events.

On May 27, 2014, Cerner announced that its Board of Directors has approved an amendment to the stock repurchase program that was authorized by its Board on December 12, 2013 (the "2014 Repurchase Program"). Under the amendment, Cerner may repurchase shares of Cerner's Common Stock in the open market or in privately-negotiated purchases, or both, at an aggregate purchase price of up to an additional $100 million. This increase authorizes repurchases under the 2014 Repurchase Program of up to $317 million in the aggregate. No time limit was set for completion of the program. A press release announcing the amendment to the repurchase program was issued and is attached hereto as Exhibit 99.1.



Item 9.01 Financial Statements and Exhibits.
(d) Exhibits

99.1 Press Release of Cerner Corporation dated May 27, 2014.


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