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EX-99.1 - PRESS RELEASE - RENAISSANCE LEARNING INC | exh991.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): April 27, 2011
RENAISSANCE LEARNING, INC.
(Exact name of registrant as specified in its charter)
Wisconsin | 0-22187 | 39-1559474 |
(State or other jurisdiction | (Commission | (IRS Employer |
2911 Peach Street P.O. Box 8036 Wisconsin Rapids, Wisconsin (Address of principal executive offices) | 54495-8036 (Zip code) |
(715) 424-3636
(Registrants telephone number, including area code)
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))
Item 5.07. Submission of Matters to a Vote of Security Holders.
On April 27, 2011, Renaissance Learning, Inc., a Wisconsin corporation (the Company), held its annual meeting of shareholders (the 2011 Annual Meeting). The following matters were voted upon at the 2011 Annual Meeting:
(1)
To elect the eight directors nominated by the board of directors to serve as directors of the Company until the 2012 annual meeting of shareholders and until their successors are elected and qualified. The final voting results on this proposal are as follows:
|
| For |
| Withheld |
| Broker |
| (1) Judith Ames Paul | 23,682,197 |
| 133,900 |
| 1,055,041 |
| (2) Terrence D. Paul | 23,680,609 |
| 135,488 |
| 1,055,041 |
| (3) Glenn R. James | 23,763,841 |
| 52,256 |
| 1,055,041 |
| (4) Randall J. Erickson | 23,497,799 |
| 318,298 |
| 1,055,041 |
| (5) John H. Grunewald | 23,498,499 |
| 317,598 |
| 1,055,041 |
| (6) Harold E. Jordan | 23,596,952 |
| 219,145 |
| 1,055,041 |
| (7) Mark D. Musick | 23,500,129 |
| 315,968 |
| 1,055,041 |
| (8) Addison L. Piper | 23,498,382 |
| 317,715 |
| 1,055,041 |
(2)
Advisory vote to approve executive compensation. The final voting results on this proposal are as follows:
| For |
| Against |
| Abstain |
| Broker Non-Votes |
| 22,540,695 |
| 1,271,617 |
| 3,785 |
| 1,055,041 |
(3)
Advisory vote on the frequency of the advisory vote on executive compensation. The final voting results on this proposal are as follows:
| One Year |
| Two Years |
| Three Years |
| Abstain |
| Broker |
| 23,675,450 |
| 10,717 |
| 125,642 |
| 3,288 |
| 1,056,041 |
(4)
To ratify the appointment of Deloitte & Touche LLP as the Companys independent auditors for 2011. The final voting results on this proposal are as follows:
| For |
| Against |
| Abstain |
| Broker Non-Votes |
| 24,798,397 |
| 27,440 |
| 2,416 |
| 42,885 |
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Item 8.01. Other Events.
On April 27, 2011, the Company issued a press release (the Press Release) announcing the Companys declaration of a quarterly cash dividend of $.08 per share of Company common stock to be paid June 1, 2011 to the Companys shareholders of record as of May 13, 2011. A copy of the Press Release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d)
Exhibits
| Exhibit No. | Description |
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| 99.1 | Press Release dated April 27, 2011 |
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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.
Dated: April 28, 2011
RENAISSANCE LEARNING, INC.
By:
/s/ Mary T. Minch
Mary T. Minch
Executive Vice President-Finance, Chief Financial Officer and Secretary
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EXHIBIT INDEX
Exhibit No. | Description |
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99.1 | Press Release dated April 27, 2011 |
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