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 16, 2019 (May 15, 2019)
SS&C TECHNOLOGIES HOLDINGS, INC.
(Exact name of Registrant as Specified in Its Charter)
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Delaware |
71-0987913 |
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(State or Other Jurisdiction of Incorporation) |
(Commission
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(IRS Employer
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80 Lamberton Road, Windsor, CT |
06095 |
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(Address of Principal Executive Offices) |
(Zip Code) |
Registrant’s telephone number, including area code: (860) 298-4500
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 Instruction A.2. below):
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☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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).
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☐ |
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. ☐
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class |
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Trading Symbol |
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Name of each exchange on which registered |
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Common Stock, par value $0.01 per share |
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SSNC |
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The Nasdaq Global Select Market |
Item 5 .0 7 . Submission of Matters to a Vote of Security Holders.
At the annual meeting of stockholders of SS&C Technologies Holdings, Inc. (the “Company”) held on May 15, 2019, the Company’s stockholders voted on the following proposals and director nominations:
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1. |
The following nominees were elected to the Company’s Board of Directors (the “Board”) as Class III directors, each to serve a term expiring at the 2022 annual meeting of stockholders and until his or her successor has been duly elected and qualified. The votes cast with respect to the election of these nominees are as follows: |
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Director Nominee |
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For |
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Withheld |
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Broker Non-Votes |
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Smita Conjeevaram |
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224,244,900 |
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685,874 |
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9,465,273 |
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Michael E. Daniels |
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135,166,842 |
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89,763,932 |
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9,465,273 |
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William C. Stone |
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218,387,116 |
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6,543,658 |
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9,465,273 |
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2. |
A non-binding, advisory vote on the compensation of the Company’s named executive officers was not approved. The votes cast with respect to this matter are as follows: |
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For |
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Against |
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Abstained |
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Broker Non-Votes |
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94,090,342 |
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130,014,515 |
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825,917 |
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9,465,273 |
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3. |
Approval of the Company’s Second Amended and Restated 2014 Stock Incentive Plan. The votes cast with respect to this matter are as follows: |
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For |
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Against |
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Abstained |
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Broker Non-Votes |
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131,325,999 |
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93,443,586 |
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161,189 |
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9,465,273 |
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4. |
The appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the Company for the fiscal year ending December 31, 2019. The votes cast with respect to this proposal are as follows: |
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For |
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Against |
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Abstained |
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229,163,388 |
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5,092,507 |
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140,152 |
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.
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SS&C TECHNOLOGIES HOLDINGS, INC. |
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Date: May 16, 2019 |
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By: |
/s/ Joseph J. Frank |
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Joseph J. Frank |
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Senior Vice President, Chief Legal Officer, Global Head of Mergers & Acquisitions & Secretary |