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): June 15, 2012

 

 

ALLSCRIPTS HEALTHCARE SOLUTIONS, INC.

(Exact Name of Registrant as Specified in Its Charter)

 

 

 

Delaware   000-32085   36-4392754

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

222 Merchandise Mart Plaza, Suite 2024, Chicago, Illinois 60654

(Address of Principal Executive Offices) (Zip Code)

Registrant’s Telephone Number, Including Area Code: (312) 506-1200

(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):

 

¨ 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.

 

(a) The Company held its Annual Meeting of Stockholders on June 15, 2012.

 

(b) Set forth below are the final voting results for each of the proposals submitted to a vote of the stockholders. Each of the nine directors proposed by the Company for election was elected to serve until the Company’s 2013 Annual Meeting of Stockholders or until his successor has been elected and qualified. The voting results were as follows:

 

Name

  

Votes For

    

Votes Withheld

    

Broker Non-Votes

Stuart L. Bascomb

   149,346,424        4,843,121      18,486,809

Paul M. Black

   140,467,264      13,722,281      18,486,809

Dennis H. Chookaszian

   110,877,972      43,311,573      18,486,809

Robert J. Cindrich

   140,476,939      13,712,606      18,486,809

Philip D. Green

   108,466,618      45,722,927      18,486,809

Michael J. Kluger

   108,529,891      45,659,654      18,486,809

David D. Stevens

   149,362,041        4,827,504      18,486,809

Ralph H. “Randy” Thurman

   149,138,148        5,051,397      18,486,809

Glen E. Tullman

   112,780,587      41,408,958      18,486,809

The original proxy card distributed to the Company’s stockholders with the Company’s proxy statement dated May 16, 2012 did not include Messrs. Bascomb, Stevens and Thurman as director nominees. If a stockholder voted FOR ALL (whether pursuant to “FOR ALL” or “FOR ALL EXCEPT”) or WITHHOLD ALL with respect to the director nominees using the original proxy card, or over the Internet or by telephone, prior to the date of the Company’s proxy supplement dated June 4, 2012 and did not submit a revised proxy card or vote again over the Internet or by telephone, such stockholder’s vote was cast in the same manner for Messrs. Bascomb, Stevens and Thurman. As a result, the Company notes the possibility that these individuals may have received additional votes (votes in favor as well as withholds) that were not intended to be so voted.

Stockholders approved the amendment and restatement of the Allscripts Healthcare Solutions, Inc. Employee Stock Purchase Plan. The voting results were as follows:

 

For

    

Against

    

Abstain

    

Broker

Non-Votes

148,049,786

     4,226,372      1,913,387      18,486,809

Stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers. The voting results were as follows:

 

For

    

Against

    

Abstain

    

Broker

Non-Votes

135,820,253

     16,321,113      2,048,179      18,486,809

Stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2012. The voting results were as follows:

 

For

    

Against

    

Abstain

171,564,437

     658,134      453,783

 

(c) The information required by this Item 5.07 (c) is included in our proxy supplement dated June 4, 2012 and such information is incorporated herein by reference.


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.

 

 

ALLSCRIPTS HEALTHCARE SOLUTIONS, INC.

Date: June 18, 2012  

By:

  /s/ Lee Shapiro
    Lee Shapiro
    President and Secretary