SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported): May 5, 2022
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of
incorporation or organization)
(Commission File Number)
801 Lakeview Drive, Suite 100
Blue Bell, Pennsylvania 19422
(Address of principal executive offices) (Zip Code)
(Registrant’s telephone number, including area code)
(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)
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))
Securities registered pursuant to Section 12(b) of the Act:
|Title of each class||Trading|
|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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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 2022 annual meeting of stockholders (the “Annual Meeting”) of Unisys Corporation (the “Company”) was held on May 5, 2022.
(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||58,748,688||917,254||76,369||4,045,846|
|Nathaniel A. Davis||55,270,587||4,392,756||78,968||4,045,846|
|Matthew J. Desch||58,010,814||1,653,642||77,855||4,045,846|
|Denise K. Fletcher||57,253,355||2,410,968||77,988||4,045,846|
|Deborah Lee James||57,913,883||1,756,550||71,878||4,045,846|
|Paul E. Martin||57,014,583||2,649,053||78,675||4,045,846|
|Troy K. Richardson||59,049,111||612,973||80,227||4,045,846|
|Lee D. Roberts||58,306,060||1,357,106||79,145||4,045,846|
(2) A proposal to ratify the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2022 was approved with 63,281,919 votes for; 416,195 votes against; and 90,043 abstentions.
(3) A proposal to approve a resolution approving executive compensation on an advisory basis was approved with 58,338,085 votes for; 1,263,092 votes against; 141,134 abstentions; and 4,045,846 broker non-votes.
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.
Date: May 9, 2022
/s/ Debra McCann
|Executive Vice President and Chief Financial Officer |