UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
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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. |
| (a) | On May 15, 2020, Medpace Holdings, Inc. (the “Company”) held its 2020 Annual Meeting of Stockholders. |
| (b) | Stockholders voted on the matters set forth below. |
Proposal 1 — Election of Directors
The following nominees were elected to the Company’s Board of Directors to serve as Class I Directors until the Company’s 2023 Annual Meeting of Stockholders based upon the following votes:
| Votes |
Votes |
Broker |
||||||||||
| Brian T. Carley |
20,003,616 |
11,971,146 |
1,275,641 |
|||||||||
| Thomas C. King |
31,778,293 |
196,469 |
1,275,641 |
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| Robert O. Kraft |
19,900,547 |
12,074,215 |
1,275,641 |
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Proposal 2 — Ratification of Appointment of Independent Registered Public Accounting Firm
The appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2020 was ratified based upon the following votes:
| Votes |
Votes |
Votes |
Broker |
|||||||||
| 33,084,140 |
154,417 |
11,846 |
0 |
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Proposal 3 — Advisory Vote on the Compensation of our Named Executive Officers
The proposal to approve, on an advisory basis, the compensation of the Company’s Named Executive Officers was not approved based upon the following votes:
| Votes |
Votes |
Votes |
Broker |
|||||||||
| 10,493,264 |
21,455,484 |
26,014 |
1,275,641 |
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Proposal 4 — Advisory Vote on the Frequency of Future Advisory Votes on the Compensation of our Named Executive Officers
The proposal on the frequency of future advisory votes on the compensation of the Company’s Named Executive Officers received the following votes:
| Votes For One Year |
Votes For Two Years |
Votes For Three Years |
Votes Abstained |
|||||||||
| 31,281,283 |
6,429 |
671,923 |
15,127 |
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(c) Not applicable.
(d) Based upon the results set forth in item (b) (Proposal 4) above, and consistent with the Board’s recommendation, the Board of Directors has determined that advisory votes on executive compensation will be submitted to stockholders on an annual basis until the next required vote on the frequency of such votes.
SIGNATURE
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.
| MEDPACE HOLDINGS, INC. | ||||||
| Date: May 21, 2020 |
By: |
/s/ Stephen P. Ewald | ||||
| Name: |
Stephen P. Ewald | |||||
| Title: |
General Counsel and Corporate Secretary | |||||