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 29, 2018 (June 27, 2018) 

 

 

 

 

 

Travelport Worldwide Limited
(Exact Name of Registrant As Specified In Its Charter)  

  

 

 

 

 

Bermuda 001-36640 98-0505105

 (State or Other Jurisdiction

of Incorporation)

(Commission File No.)

  (IRS Employer

Identification No.)

 

  

 

 

 

Axis One, Axis Park

Langley, Berkshire, SL3 8AG, United Kingdom

(Address of Principal Executive Offices, including Zip Code)

 

+44-1753-288-000
(Registrant’s telephone number, including area code)

 

Not applicable
(Former Name or Former Address, if Changed Since Last Report)

 

  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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

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.

 

On June 27, 2018, Travelport Worldwide Limited (the “Company”) held its 2018 Annual General Meeting of Shareholders (the “Annual Meeting”). As of April 17, 2018, the Company’s record date for the Annual Meeting, there were a total of 126,018,028 common shares outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting, 111,491,653 common shares were represented in person or by proxy and, therefore, a quorum was present.

 

The matters voted upon were (1) the re-election of Douglas M. Steenland, Elizabeth L. Buse, Steven R. Chambers, Michael J. Durham, Scott E. Forbes, Douglas A. Hacker, John B. Smith and Gordon A. Wilson as directors of the Company, with terms of one year, expiring at the 2019 annual general meeting of shareholders, (2) the appointment of Deloitte LLP as the Company’s independent auditors for the fiscal year ending December 31, 2018 and the authorization of the Audit Committee of the Board of Directors (the “Board”) to determine the independent auditors’ remuneration and (3) to provide, on a non-binding advisory basis, approval of the compensation of the Company’s named executive officers. The final results for each proposal presented to shareholders at the Annual Meeting are set forth below:

 

  1. Election of Directors:

 

NOMINEE   FOR   AGAINST   ABSTAIN  

BROKER 

NON-VOTE  

 

 

Douglas M. Steenland

 

 

 

99,155,136

 

 

 

2,036,216

 

 

 

756,480

 

 

 

9,543,821

 

 

Elizabeth L. Buse

 

 

101,003,577

 

 

414,161

 

 

530,094

 

 

9,543,821

 

 

Steven R. Chambers

 

 

101,223,157

 

 

192,464

 

 

532,211

 

 

9,543,821

 

 

Michael J. Durham

 

 

 

100,752,185

 

 

 

663,676

 

 

 

531,971

 

 

 

 9,543,821

 

 

Scott E. Forbes

 

 

 

99,678,120

 

 

 

1,737,742

 

 

 

531,970

 

 

 

9,543,821

 

 

Douglas A. Hacker

 

 

 

100,094,965

 

 

 

1,320,898

 

 

 

531,969

 

 

 

9,543,821

 

 

John B. Smith

 

 

 

101,157,527

 

 

 

258,092

 

 

 

532,213

 

 

9,543,821

 

 

Gordon A. Wilson

 

 

 

101,180,438

 

 

 

230,486

 

 

 

536,908

 

 

 

9,543,821

 

 

 

 

 

  2. Appointment of Deloitte LLP as the Company’s independent auditors for the fiscal year ending December 31, 2018 and to authorize the Audit Committee of the Board of Directors to determine the independent auditors’ remuneration:

 

  FOR   AGAINST   ABSTAIN  
             
  109,531,855   1,396,936   562,862  

 

  3. Non-binding approval of the compensation of the Company’s named executive officers:

 

  FOR   AGAINST   ABSTAIN  

BROKER

 NON-VOTE

 
                 
  100,790,143   622,931   534,758   9,543,821  

 

No other matters were considered and voted on by the Company’s shareholders at the Annual Meeting.

 

 

 

 

 

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.

 

     
  TRAVELPORT WORLDWIDE LIMITED  
     
     
  /s/ Rochelle J. Boas  
 

Rochelle J. Boas

Senior Vice President and Corporate Secretary

 
 Date: June 29, 2018