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Fairpoint Communications 8-K 2012
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 30, 2012
FairPoint Communications, Inc. (Exact name of registrant as specified in its charter)
Delaware (State or other jurisdiction of incorporation)
(704) 344-8150 (Registrant’s telephone number, including area code) 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 (see General Instruction A.2):
On May 30, 2012, FairPoint Communications, Inc. (the “Company”) held its 2012 annual meeting of shareholders (the “2012 Annual Meeting”). At the 2012 Annual Meeting, shareholders considered and voted upon the following proposals:
Of the 26,215,302 shares of common stock of the Company outstanding and entitled to vote at the 2012 Annual Meeting, 21,573,339, or approximately 82.3%, were represented at the meeting in person or by proxy, and therefore a quorum was present. Shareholders elected each of the eight nominees for director to serve on the Board until the Company’s next annual meeting of shareholders and until their successors are duly elected and qualified based upon the following votes:
Shareholders approved, by a non-binding advisory vote, the Company’s named executive officer compensation based upon the following votes:
Shareholders recommended, by a non-binding advisory vote, that the non-binding advisory vote on the Company’s named executive officer compensation be conducted on an annual basis based upon the following votes:
In light of the voting results and other factors, the Board has decided to include the non-binding advisory shareholder vote on named executive officer compensation in its proxy materials on an annual basis until the next required non-binding advisory vote on the frequency of the shareholder vote on named executive officer compensation. The Company is required to hold votes on frequency every six years. Shareholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered accounting firm for the fiscal year ending December 31, 2012 based upon the following votes:
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. May 31, 2012
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