Carmike Cinemas 8-K 2011
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): May 20, 2011
Carmike Cinemas, Inc.
(Exact Name of Registrant as Specified in its Charter)
Registrants telephone number, including area code: (706) 576-3400
(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:
Effective on May 20, 2011, upon approval by the stockholders at the 2011 Annual Meeting of Stockholders of Carmike Cinemas, Inc. (the Company), the Company adopted an amendment to the Carmike Cinemas, Inc. 2004 Incentive Stock Plan to:
A further description of the material terms of the plan, as amended, are set forth under the heading Description of 2004 Incentive Stock Plan in the Companys proxy statement filed with the Securities and Exchange Commission on April 20, 2011, which description is hereby incorporated into this Item 5.02 by reference. The text of the plan, as amended and restated as of May 20, 2011, is set forth in Appendix A to the Companys proxy statement, which text is hereby incorporated into this Item 5.02 by reference. The plan, as amended and restated, is also incorporated by reference in Exhibit 10.1 to this Current Report on Form 8-K. The foregoing description of the amendment to the plan is qualified by reference to the amended and restated plan.
On May 20, 2011, the Company held its annual meeting of stockholders. Proxies for the meeting were solicited pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended. The following matters were submitted to a vote of the stockholders.
Proposal One: Votes regarding the election of seven directors to serve for the ensuing year or until their successors are duly elected and have qualified were as follows:
Proposal Two: Votes on a proposal to approve an amendment to the Carmike Cinemas, Inc. 2004 Incentive Stock Plan including an increase to the aggregate number of shares of common stock authorized for issuance under the plan were as follows:
Proposal Three: Votes on a proposal to ratify the appointment of Deloitte & Touche LLP as the Companys independent registered public accounting firm for fiscal year 2011 were as follows:
Proposal Four: Votes on the advisory vote on executive compensation were as follows:
Proposal Five: Votes on the advisory vote on the frequency of future advisory votes on executive compensation were as follows:
In accordance with the results of this vote, the Companys board of directors determined to implement an annual advisory vote on executive compensation.
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.