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 24, 2012
ARTHROCARE CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware |
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0-027422 |
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94-3180312 |
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(State or other jurisdiction |
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(Commission File Number) |
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(I.R.S. Employer Identification |
7000 West William Cannon, Building One
Austin, TX 78735
(Address of principal executive offices, including zip code)
(512) 391-3900
(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 (see General Instruction A.2 below):
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))
Item 5.07 Submission of Matters to a Vote of Security Holders
At the Company’s Annual Meeting of Shareholders held on May 24, 2012, shareholders voted on three proposals and cast their votes as follows:
1. Election of Directors:
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Votes |
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Broker |
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Name |
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Votes For |
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Withheld |
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Non-Votes |
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Christian P. Ahrens |
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27,802,402 |
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234,445 |
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3,450,945 |
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Gregory A. Belinfanti |
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27,918,773 |
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118,074 |
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3,450,945 |
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Barbara D. Boyan, Ph.D. |
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27,802,005 |
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234,842 |
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3,450,945 |
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David Fitzgerald |
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27,407,905 |
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628,942 |
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3,450,945 |
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James G. Foster |
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27,918,333 |
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118,514 |
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3,450,945 |
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Terrence E. Geremski |
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27,919,213 |
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117,634 |
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3,450,945 |
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Tord B. Lendau |
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27,386,675 |
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650,172 |
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3,450,945 |
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Peter L. Wilson |
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27,270,492 |
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766,355 |
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3,450,945 |
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2. Advisory vote on the Company’s executive compensation:
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Votes |
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Broker Non- |
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Votes For |
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Against |
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Abstentions |
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Votes |
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26,993,277 |
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422,706 |
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620,864 |
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3,450,945 |
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3. Ratification of appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2012:
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Votes |
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Votes For |
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Against |
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Abstentions |
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30,899,557 |
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573,844 |
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14,391 |
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Item 7.01 — Regulation FD Disclosure
On May 25, 2012, Jean Woloszko, our Chief Technology Officer and Senior Vice President of Research and Development, entered into a new prearranged trading plan to sell 97,535 shares of ArthroCare common stock in one or more open market transactions between June 30, 2012 and May 20, 2013.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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ARTHROCARE CORPORATION | |
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Date: May 29, 2012 |
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By: |
/s/ David Fitzgerald |
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David Fitzgerald | |
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President and Chief Executive Officer | |