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): May 26, 2011
The Ensign Group,
Inc.
(Exact name of registrant as
specified in its charter)
| Delaware | 001-33757 | 33-0861263 | ||
| (State or other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| 27101 Puerta Real, Suite 450,
Mission Viejo, CA |
92691 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (949) 487-9500
| Not
Applicable |
| (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:
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule
14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule
13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
| 1. | The two nominees named below were elected to serve as Class I directors of the board of directors, to serve until the 2014 Annual Meeting, until a successor is elected and qualified, and the voting results were as follows: |
| Votes | Broker | |||||||||||
| Nominee | For | Withheld | Non-Votes | |||||||||
Roy E. Christensen |
16,981,734 | 273,751 | 2,746,828 | |||||||||
John G. Nackel |
14,947,821 | 2,307,664 | 2,746,828 | |||||||||
| 2. | The selection of Deloitte & Touche LLP as our independent registered public accounting firm for the year ending December 31, 2011 was ratified, and the voting results were as follows: |
| Votes For | Votes Against | Abstentions | Broker Non-Vote | |||
19,910,624
|
70,845 | 20,844 | — |
| 3. | The compensation paid to the company’s named executive officers, as disclosed pursuant to Item 402 of Regulation S-K, including the Compensation Discussion and Analysis, compensation tables and narrative discussion, was approved on an advisory basis, and the voting results were as follows: |
| Votes For | Votes Against | Abstentions | Broker Non-Vote | |||
| 16,998,149 | 18,928 | 239,408 | 2,745,829 |
| 4. | The shareholders’ preferred frequency with which the Company is to hold an advisory stockholder vote to approve the compensation of the named executive officers was once every year and the voting results were as follows: |
| 1 Year | 2 Years | 3 Years | Abstentions | Broker-Non Vote | ||||
| 8,710,811 | 221,104 | 8,097,724 | 226,845 | 2,745,829 |
| THE ENSIGN GROUP, INC. |
||||
| /s/ SUZANNE D. SNAPPER | ||||
| Chief Financial Officer | ||||