U S Physical Therapy Inc 8-K, filed Aug 19, 2020
U S Physical Therapy Inc (USPH)
8-K
2020-08-19
For: 2020-08-18
View Original
Added on
April 09, 2026
About this 8-K
U S Physical Therapy Inc filed this 8-K on August 19, 2020, reporting on events of August 18, 2020.
Items reported
- Item 5.07: Shareholder vote results
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): August 18, 2020
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction
of incorporation or organization)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant's telephone number, including area code: (713 ) 297-7000
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(b) 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:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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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).
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Emerging growth compan
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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.
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◻
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ITEM 5.07 Submission of Matters to a Vote of
Security Holders.
At the Meeting, the Company's stockholders approved three proposals, one of which is non-binding, which are described in detail in the Proxy
Statement. Abstentions and broker non-votes were counted for purposes of determining whether a quorum was present.
The results are as follows:
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Votes
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Broker
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Nominees
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Votes For
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Withheld
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Non-Votes
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Edward L. Kuntz
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9,042,787
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2,363,696
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667,398
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Christopher J. Reading
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11,276,360
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130,123
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667,398
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Lawrance W. McAfee
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10,424,767
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981,716
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667,398
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Mark J. Brookner
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10,901,979
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504,504
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667,398
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Harry S. Chapman
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11,325,940
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80,543
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667,398
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Bernard A. Harris, Jr.
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9,113,873
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2,292,610
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667,398
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Kathleen A. Gilmartin
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11,380,935
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25,548
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667,398
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Reginald E. Swanson
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10,868,353
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538,130
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667,398
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Clayton K. Trier
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9,081,248
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2,325,235
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667,398
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Proposal 2 - Advisory vote to approve named executive officer compensation.
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Votes
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Votes
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Broker
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Votes For
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Against
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Abstaining
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Non-Votes
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10,978,928
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413,035
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14,520
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667,398
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Proposal 3 - Ratification of the appointment of Grant Thornton LLP as our
independent registered public accounting firm for 2020.
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Votes
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Votes
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Broker
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Votes For
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Against
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Abstaining
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Non-Votes
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12,010,671
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51,028
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12,182
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Proposal 4 – Consideration of any other matters that may properly come before the meeting or any adjournments.
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Votes
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Votes
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Broker
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Votes For
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Against
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Abstaining
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Non-Votes
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957,879
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10,156,941
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241,934
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709,560
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With respect to proposal 1, broker non-votes were not treated as a vote for or against any particular nominee and did not affect the outcome of the election of
directors. With Proposal 2, broker non-votes did not have any effect on the outcome of the vote.
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.
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U.S. PHYSICAL THERAPY, INC.
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Dated: August 19, 2020
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By:
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/s/ LAWRANCE W. MCAFEE
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Lawrance W. McAfee
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Chief Financial Officer
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(duly authorized officer and principal financial and accounting officer)
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