8-K

UNISYS CORP (UIS)

8-K 2020-05-11 For: 2020-05-07
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Added on April 08, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT<br><br>PURSUANT TO SECTION 13 OR 15(d) OF THE<br><br>SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of Earliest Event Reported): May 7, 2020

UNISYS CORPORATION

(Exact name of registrant as specified in its charter)

Delaware 1-8729 38-0387840
(State or other jurisdiction of<br><br>incorporation or organization) (Commission File Number) (I.R.S. Employer<br><br>Identification No.)
801 Lakeview Drive, Suite 100<br><br>Blue Bell, Pennsylvania 19422
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(Address of principal executive offices) (Zip Code)
(215) 986-4011
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(Registrant’s telephone number, including area code)
N/A
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(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)
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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))
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Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, par value $.01 UIS New York Stock Exchange

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)The 2020 annual meeting of stockholders (the “Annual Meeting”) of Unisys Corporation (the “Company”) was held on May 7, 2020.

(b)The following matters were voted upon at the Annual Meeting and received the following votes:

(1)The individuals listed below were elected to serve as directors of the Company:

Name Votes For Votes Against Abstentions Broker Non-Votes
Peter A. Altabef 52,169,167 515,408 116,957 4,592,465
Jared L. Cohen 52,206,624 531,983 62,925 4,592,465
Nathaniel A. Davis 44,422,023 8,279,806 99,703 4,592,465
Matthew J. Desch 52,167,554 568,198 65,780 4,592,465
Denise K. Fletcher 51,816,474 924,565 60,493 4,592,465
Philippe Germond 52,442,079 295,252 64,201 4,592,465
Lisa A. Hook 52,411,914 329,340 60,278 4,592,465
Deborah Lee James 52,169,491 571,919 60,122 4,592,465
Paul E. Martin 52,452,093 286,494 62,945 4,592,465
Regina Paolillo 52,433,836 306,351 61,345 4,592,465
Lee D. Roberts 52,149,703 575,112 76,717 4,592,465

(2)A proposal to ratify the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2020 was approved with 56,848,761 votes for; 276,250 votes against; and 268,986 abstentions.

(3)A proposal to approve a resolution approving executive compensation on an advisory basis was approved with 51,142,078 votes for; 1,218,811 votes against; 440,643 abstentions; and 4,592,465 broker non-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.

Unisys Corporation
Date:  May 11, 2020 By: /s/ Gerald P. Kenney
Gerald P. Kenney
Senior Vice President, General Counsel and Secretary