Comtech Telecommunications Corp 8-K, filed Dec 15, 2022
Comtech Telecommunications Corp (CMTL)
8-K
2022-12-15
For: 2022-12-15
View Original
Added on
April 06, 2026
About this 8-K
Comtech Telecommunications Corp filed this 8-K on December 15, 2022.
Items reported
- Item 5.07: Shareholder vote results
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM | ||
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Item 5.07 Submission of Matters to a Vote of Security Holders.
(a) On December 15, 2022, Comtech Telecommunications Corp. (the "Company") held its Fiscal 2022 Annual Meeting of Stockholders (the “Annual Meeting”).
(b) At the Annual Meeting, the stockholders of the Company voted on the following proposals as set forth in the Company’s Proxy Statement for the Annual Meeting, with the following results, which were consistent with the recommendations of the Company’s Board of Directors in each case:
Proposal No. 1 - Election of Three Directors.
All nominees for election to the Board of Directors of the Company listed in the Definitive Proxy Statement for the Annual Meeting were elected as follows:
Nominee | For | Against | Abstain | Broker Non-Votes | ||||||||||
Ken Peterman | 25,738,033 or 97.6% | 633,000 | 1,502,148 | 1,311,193 | ||||||||||
Wendi B. Carpenter | 25,840,120 or 92.8% | 2,008,807 | 24,254 | 1,311,193 | ||||||||||
| Mark Quinlan | 24,574,710 or 88.3% | 3,263,504 | 34,967 | 1,311,193 | ||||||||||
Proposal No. 2 - Approval (On an Advisory Basis) of the Compensation of the Named Executive Officers.
The advisory vote on the compensation of Named Executive Officers of the Company was approved at the Annual Meeting by the following votes:
For | Against | Abstain | Broker Non-Votes | ||||||||
17,973,903 or 65.7% | 9,368,354 | 530,924 | 1,311,193 | ||||||||
Proposal No. 3 - Ratification of Appointment of Independent Registered Public Accounting Firm.
The non-binding ratification of the appointment of Deloitte & Touche LLP as independent registered public accounting firm of the Company for the fiscal year ending July 31, 2023 was approved at the Annual Meeting by the following votes:
For | Against | Abstain | Broker Non-Votes | ||||||||
29,081,503 or 99.7% | 96,157 | 6,714 | — | ||||||||
Proposal No. 4 - Approval of the Amended and Restated 2000 Stock Incentive Plan (the "2000 Plan").
The approval to increase the number of shares of our Common Stock available under the 2000 Plan was approved at the Annual Meeting by the following votes:
For | Against | Abstain | Broker Non-Votes | ||||||||
25,360,423 or 91.0% | 2,500,131 | 12,627 | 1,311,193 | ||||||||
Proposal No. 5 - Approval of the Third Amended and Restated Comtech Telecommunications Corp. 2001 Employee Stock Purchase Plan (the "ESPP").
The approval to increase the number of shares of our Common Stock issuable under the ESPP was approved at the Annual Meeting by the following votes:
For | Against | Abstain | Broker Non-Votes | ||||||||
26,352,078 or 94.6% | 1,510,502 | 10,601 | 1,311,193 | ||||||||
(c) Not applicable.
(d) Not applicable.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, Comtech Telecommunications Corp. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
COMTECH TELECOMMUNICATIONS CORP.
Dated: December 15, 2022
By: /s/ Michael A. Bondi
Name: Michael A. Bondi
Title: Chief Financial Officer
Name: Michael A. Bondi
Title: Chief Financial Officer