0001157523-19-001254.txt : 20190517 0001157523-19-001254.hdr.sgml : 20190517 20190517170015 ACCESSION NUMBER: 0001157523-19-001254 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190515 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20190517 DATE AS OF CHANGE: 20190517 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Macquarie Infrastructure Corp CENTRAL INDEX KEY: 0001289790 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-PETROLEUM & PETROLEUM PRODUCTS (NO BULK STATIONS) [5172] IRS NUMBER: 206196808 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32384 FILM NUMBER: 19836574 BUSINESS ADDRESS: STREET 1: 125 WEST 55TH STREET, 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-231-1000 MAIL ADDRESS: STREET 1: 125 WEST 55TH STREET, 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 FORMER COMPANY: FORMER CONFORMED NAME: Macquarie Infrastructure Co LLC DATE OF NAME CHANGE: 20131112 FORMER COMPANY: FORMER CONFORMED NAME: Macquarie Infrastructure CO LLC DATE OF NAME CHANGE: 20041013 FORMER COMPANY: FORMER CONFORMED NAME: Macquarie Infrastructure Assets LLC DATE OF NAME CHANGE: 20040510 8-K 1 a51986903.htm MACQUARIE INFRASTRUCTURE CORP. 8-K

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): May 15, 2019

MACQUARIE INFRASTRUCTURE CORPORATION
(Exact name of Registrant as specified in its charter)

Delaware

 

001-32384

 

43-2052503

(State or other jurisdiction
of incorporation)

(Commission File Number)

(I.R.S. Employer Identification
Number)

125 West 55th Street,
New York, New York

10019

(Address of principal executive offices)

(Zip code)


(212) 231-1000
(Registrant’s telephone number, including area code)

N.A.
(Former name or former address, if changes 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 Instruction 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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class   Trading Symbol(s)   Name of each exchange on
    which registered
 
Common Stock, par value $0.01 per share MIC New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company    ⃞

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    ⃞

Item 5.07   Submission of Matters to a Vote of Security Holders

On May 15, 2019, Macquarie Infrastructure Corporation (the “Company”) held its annual meeting of shareholders. A brief description follows of each matter voted upon at the annual meeting, including the number of votes cast for or against, as well as the number of abstentions and broker non-votes with respect to each matter. Of the total 85,982,332 shares of common stock outstanding as of the record date of March 22, 2019 that were entitled to vote, 76,827,826 shares were represented at the meeting, either in person or by proxy.

The matters voted upon and the results of the vote at the annual meeting of shareholders were as follows:

 Proposal 1 – Election of Directors   The Company’s shareholders voted to elect the following individuals as directors to serve for a one-year term with the votes shown:

Nominee   Votes For   Votes Against   Abstain   Broker Non-Votes
       
Amanda Brock 55,739,980 558,693 665,302 19,863,851
Norman H. Brown, Jr. 54,735,373 1,457,062 771,540 19,863,851
Christopher Frost 55,740,601 565,141 658,233 19,863,851
Maria Jelescu-Dreyfus 55,700,027 595,118 668,830 19,863,851
Ronald Kirk 55,531,907 708,801 723,267 19,863,851
H.E. (Jack) Lentz 55,543,951 734,390 685,634 19,863,851
Ouma Sananikone 55,374,536 913,605 675,834 19,863,851

Proposal 2 – Ratification of Selection of Independent Auditor   The Company’s shareholders ratified the audit committee’s selection of KPMG LLP as the Company’s independent auditor for the fiscal year ending December 31, 2019 with the votes shown:  

Votes For   Votes Against   Abstentions
74,444,183 1,611,896 771,747

 Proposal 3 – Advisory Resolution on Executive Compensation   The Company’s shareholders approved, on an advisory basis, executive compensation with the votes shown.

Votes For   Votes Against   Abstentions   Broker Non-Votes
52,314,402 3,404,341 1,245,232 19,863,851

Proposal 4 – Amendment No. 1 to the Macquarie Infrastructure Corporation 2016 Omnibus Employee Incentive Plan   The Company’s shareholders approved Amendment No. 1 to the 2016 Omnibus Employee Incentive Plan with the votes shown:

Votes For   Votes Against   Abstentions   Broker Non-Votes
53,963,605 2,136,895 863,475 19,863,851

SIGNATURE

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

Dated: May 17, 2019

 

MACQUARIE INFRASTRUCTURE
CORPORTION

 
 

By:

/s/ Christopher Frost

 

 

Name: Christopher Frost

 

Title:   Chief Executive Officer