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Cai International 8-K 2011

Documents found in this filing:

  1. 8-K
  2. 8-K
form8-k.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

June 3, 2011
Date of Report (Date of earliest event reported)
 

 
CAI International, Inc.
(Exact name of registrant as specified in charter)
 

 
Delaware
 
001-33388
 
94-3109229
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(I. R. S. Employer Identification No.)
 
Steuart Tower, 1 Market Plaza, Suite 900, San Francisco, CA 94105
(Address of principal executive offices, including ZIP Code)
 
Registrant’s telephone number, including area code: (415) 788-0100
 
N/A
(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:
 
¨
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 June 3, 2011, CAI International, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting>”).

At the Annual Meeting, there were 17,664,514 shares represented to vote either in person or by proxy, or 91.55% of the outstanding shares, which represented a quorum.  The final results of voting for each matter submitted to a vote of the stockholders at the Annual Meeting are as follows:

1.             Marvin Dennis, Gary M. Sawka and Victor M. Garcia were elected as Class I directors of the Company, each to serve for a term of three years or until his respective successor has been duly elected and qualified.  The voting for each director was as follows:

Nominee
 
Votes For
 
Votes Withheld
 
Broker Non-Votes
Marvin Dennis
 
16,577,396
 
294,829
 
792,289
Gary M. Sawka
 
16,687,651
 
184,574
 
792,289
Victor M. Garcia
 
16,680,552
 
191,673
 
792,289

2.             KPMG LLP was ratified as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2011, by the following vote:

Votes For
 
Votes Against
 
Abstain
 
Broker Non-Votes
17,607,740
 
51,666
 
5,108
 
 0
 
3.             The advisory vote approving the Company’s 2010 executive compensation, as disclosed in the Company’s proxy statement for the Annual Meeting, was approved by the following vote:
 
Votes For
 
Votes Against
 
Abstain
 
Broker Non-Votes
16,709,176
 
125,025
 
38,024
 
792,289

4.             An annual advisory vote to approve the Company’s executive compensation was approved by the following vote:

1 Year
 
2 Years
 
3 Years
 
Abstain
 
Broker Non-Votes
16,333,923
 
110,748
 
391,510
 
36,044
 
792,289

5.             The amendment to the Company’s 2007 Equity Incentive Plan was approved by the following vote:

Votes For
 
Votes Against
 
Abstain
 
Broker Non-Votes
16,433,818
 
325,853
 
112,554
 
792,289
 
 
 

 

Signature
 
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: June 8, 2011
 
CAI INTERNATIONAL, INC.
   
    /s/ Timothy B. Page
   
Timothy B. Page
Chief Financial Officer

 

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