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):  June 13, 2013

 

EPIQ SYSTEMS, INC.

(Exact name of registrant as specified in its charter)

 

Missouri

 

000-22081

 

48-1056429

(State or other jurisdiction

of incorporation)

 

(Commission File Number)

 

(IRS Employer

Identification Number)

 

501 Kansas Avenue

Kansas City, Kansas 66105

(Address of principal executive offices, including zip code)

 

(913) 621-9500

(Registrant’s 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 (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.

 

On June 13, 2013, Epiq Systems, Inc. (“Epiq”) held its 2013 Annual Meeting of Shareholders.  The shareholders considered and voted on three proposals submitted for shareholder vote, each of which is described in detail in Epiq’s 2013 Proxy Statement.  There were 36,260,693 shares of Common Stock entitled to vote at the meeting, and a total of 34,576,170 shares, or 95.4% of the outstanding shares of the Common Stock, were represented at the meeting.  The following is a brief description of the matters voted on at the Annual Meeting of Shareholders and the final results of such voting:

 

Proposal 1. Election of Directors

 

The nominees for election to the board of directors were elected, each for a one-year term until the 2014 annual meeting of shareholders based upon the following votes:

 

 

 

For

 

Withheld

 

Abstain

 

Broker
Non-Votes

 

 

 

 

 

 

 

 

 

 

 

Tom W. Olofson

 

29,678,596

 

3,271,159

 

 

1,626,415

 

Christopher E. Olofson

 

29,808,550

 

3,141,205

 

 

1,626,415

 

W. Bryan Satterlee

 

22,276,875

 

10,672,880

 

 

1,626,415

 

Edward M. Connolly, Jr.

 

20,271,870

 

12,677,885

 

 

1,626,415

 

James A. Byrnes

 

24,728,644

 

8,221,111

 

 

1,626,415

 

Joel Pelofsky

 

24,724,661

 

8,225,094

 

 

1,626,415

 

Charles C. Connely, IV

 

24,724,493

 

8,225,262

 

 

1,626,415

 

 

Proposal 2.  Ratification of Independent Registered Public Accounting Firm

 

The board of directors’ proposal to ratify the appointment of Deloitte & Touche LLP as Epiq’s independent registered public accounting firm for the year ending December 31, 2013 was approved based upon the following votes:

 

Votes for

 

34,456,321

 

Votes against

 

109,230

 

Abstentions

 

10,619

 

 

Proposal 3.  Advisory (Non-Binding) Vote Approving the Compensation of our Named Executive Officers

 

The board of directors’ proposal for shareholders to approve, on an advisory (non-binding) basis, the compensation of Epiq’s named executive officers was approved based upon the following votes:

 

Votes for

 

21,651,579

 

Votes against

 

11,270,514

 

Abstentions

 

27,662

 

Broker non-votes

 

1,626,415

 

 

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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.

 

 

 

EPIQ SYSTEMS, INC.

 

 

Date: June 18, 2013

 

 

 

 

By:

/s/ Tom W. Olofson

 

Name:

Tom W. Olofson

 

Title:

Chairman of the Board, Chief Executive Officer and Director

 

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