UNITED STATES
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
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(Exact name of Registrant as Specified in Its Charter)
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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:
Securities registered pursuant to Section 12(b) of the Act:
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Trading |
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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).
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.
On May 9, 2024, Pediatrix Medical Group, Inc., a Florida corporation ("the Company"), held its 2024 Annual Shareholders’ Meeting (the “Annual Meeting”). Of the 84,025,983 shares of common stock outstanding and entitled to vote, 77,537,611 shares were represented, constituting a quorum. The final results for each of the matters submitted to a vote of the Company’s shareholders at the Annual Meeting are as follows:
Proposal 1: All of the nominees for the Company’s Board of Directors were elected to serve until the Company’s 2025 Annual Shareholders’ Meeting or until their respective successors are elected and qualified, by the votes set forth in the table below:
Name |
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One Year |
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Against |
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Abstained |
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Broker |
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Laura A. Linynsky |
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73,432,501 |
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1,509,624 |
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43,525 |
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2,551,961 |
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Thomas A. McEachin |
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73,369,011 |
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1,572,130 |
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44,509 |
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2,551,961 |
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Mark S. Ordan |
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72,937,466 |
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2,004,446 |
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43,738 |
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2,551,961 |
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Michael A. Rucker |
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73,261,971 |
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1,679,655 |
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44,024 |
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2,551,961 |
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Guy P. Sansone |
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72,793,352 |
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2,148,985 |
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43,313 |
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2,551,961 |
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John M. Starcher, Jr. |
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73,449,095 |
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1,492,773 |
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43,782 |
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2,551,961 |
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James D. Swift, M.D. |
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74,088,894 |
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862,285 |
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34,471 |
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2,551,961 |
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Shirley A. Weis |
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72,600,050 |
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2,343,090 |
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42,510 |
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2,551,961 |
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Sylvia J. Young |
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73,458,297 |
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1,484,944 |
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42,409 |
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2,551,961 |
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Proposal 2: The appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the 2024 fiscal year was ratified by the Company’s shareholders, by the votes set forth in the table below:
For |
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Against |
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Abstained |
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Broker |
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75,157,432 |
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2,356,419 |
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23,760 |
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0 |
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Proposal 3: The Company’s shareholders approved, on a non-binding, advisory basis, the compensation of the Company’s named executive officers for the 2023 fiscal year, by the votes set forth in the table below:
For |
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Against |
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Abstained |
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Broker |
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71,662,763 |
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3,286,998 |
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35,889 |
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2,551,961 |
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SIGNATURES
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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Pediatrix Medical Group, Inc. |
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Date: |
May 9, 2024 |
By: |
/s/ C. Marc Richards |
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C. Marc Richards |