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Section 1: 8-K (ANNUAL MEETING RESULTS)

caci-8k_20161117.htm

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 17, 2016

 

CACI International Inc

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-31400

54-1345888

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

 

 

 

1100 N. Glebe Road

Arlington, Virginia

 

22201

(Address of Principal Executive Offices)

 

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (703) 841-7800

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

 


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

 

The Annual Meeting of Shareholders of CACI International Inc (the “Company”), for which proxies were solicited pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended, was held on November 17, 2016.

 

The results detailed below represent the final voting results:

 

Proposal 1

 

The following ten nominees were elected to the Board of Directors of the Company:

 

Director Name

For

Against

Abstain

Broker Non-Votes

 

Kenneth Asbury

20,613,180

50,940

5,328

1,688,089

Michael A. Daniels

20,533,691

130,215

5,542

1,688,089

James S. Gilmore III

20,527,312

136,585

5,551

1,688,089

William L. Jews

20,531,999

131,617

5,832

1,688,089

Gregory G. Johnson

20,534,384

129,757

5,307

1,688,089

J.P. London

20,589,993

74,759

4,696

1,688,089

James L. Pavitt

20,532,771

130,534

6,143

1,688,089

Warren R. Phillips

19,968,322

695,530

5,596

1,688,089

Charles P. Revoile

19,998,667

664,489

6,292

1,688,089

William S. Wallace

20,637,057

27,108

5,283

1,688,089

 

 Proposal 2

 

Shareholders approved, on an advisory basis, the compensation paid to the Company’s named executive officers, as disclosed pursuant to Item 402 of Regulation S-K and contained in the 2016 Proxy Statement, including the Compensation Discussion and Analysis, compensation tables and narrative discussion:

 

For

Against

Abstain

Broker Non-Votes

20,419,113

218,012

32,323

1,688,089

 

Proposal 3

 

Shareholders approved the 2016 Amended and Restated Incentive Compensation Plan:

 

For

 

Against

Abstain

Broker Non-Votes

20,187,968

450,351

31,129

1,688,089

 

Proposal 4

 

Shareholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal year 2017:

 

For

Against

Abstain

 

22,204,644

133,606

19,287

 

 

 

 

 

 


SIGNATURES

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 thereunto duly authorized.

 

 

 

CACI International Inc

 

 

 

 

Date: November 22, 2016

 

By:

/s/ J. William Koegel, Jr.

 

 

 

J. William Koegel, Jr.

 

 

 

Executive Vice President, General Counsel and Secretary

 

 

 

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