0001193125-15-188952.txt : 20150515 0001193125-15-188952.hdr.sgml : 20150515 20150515070034 ACCESSION NUMBER: 0001193125-15-188952 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150513 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20150515 DATE AS OF CHANGE: 20150515 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Mastech Holdings, Inc. CENTRAL INDEX KEY: 0001437226 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MANAGEMENT CONSULTING SERVICES [8742] IRS NUMBER: 262753540 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-34099 FILM NUMBER: 15865395 BUSINESS ADDRESS: STREET 1: 1305 CHERRINGTON PARKWAY STREET 2: BUILDING 210, SUITE 400 CITY: MOON TOWNSHIP STATE: PA ZIP: 15108 BUSINESS PHONE: 412-787-2100 MAIL ADDRESS: STREET 1: 1305 CHERRINGTON PARKWAY STREET 2: BUILDING 210, SUITE 400 CITY: MOON TOWNSHIP STATE: PA ZIP: 15108 8-K 1 d927204d8k.htm FORM 8-K Form 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 13, 2015

 

 

MASTECH HOLDINGS, INC.

(Exact Name of Registrant as Specified in Its Charter)

 

 

Pennsylvania

(State or Other Jurisdiction

of Incorporation)

 

001-34099   26-2753540

(Commission

File Number)

  

(IRS Employer

Identification No.)

1305 Cherrington Parkway, Suite 400, Moon

Township, PA

   15108
(Address of Principal Executive Offices)   (Zip Code)

(412) 787-2100

(Registrant’s Telephone Number, Including Area Code)

(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:

 

  ¨ 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.

On May 13, 2015, Mastech Holdings, Inc. (the “Company”) held its Annual Meeting of Shareholders (the “Annual Meeting”). The Company solicited proxies for the Annual Meeting pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended. At the Annual Meeting, the shareholders of the Company: (1) elected the two nominees for Class I director, and (2) approved the compensation of the Company’s named executive officers. Notwithstanding the vote required by the Company’s bylaws, Proposal 2 (an advisory vote on named executive officer compensation) is an advisory vote only and is not binding on the Company.

The final results of the votes regarding each proposal are set forth below.

Proposal 1 — Election to the Company’s Board of Directors of two (2) Class I directors to serve for three-year terms or until their respective successors shall have been elected and qualified:

 

Nominee

    Votes For      Votes
Withheld		      Broker
Non-Votes		  

Sunil Wadhwani

      3,125,453         211,851         0   

Gerhard Watzinger

      3,177,938         159,366         0   

Proposal 2 – A non-binding advisory vote on the compensation of the named executive officers of the Company.

 

Votes For

   

Votes Against

   

Abstentions

   

Broker
Non-Votes

3,318,159    12,706    6,439    0

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 hereunto duly authorized.

 

MASTECH HOLDINGS, INC.
By:

/s/ John J. Cronin

Name: John J. Cronin
Title: Chief Financial Officer

May 15, 2015