HMS Holdings 8-K 2012
WASHINGTON, D.C. 20549
Date of Report (Date of Earliest Event Reported): June 26, 2012
HMS HOLDINGS CORP.
(Exact name of registrant as specified in its charter)
Registrants telephone number, including area code (212) 725-7965
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:
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 26, 2012, HMS Holdings Corp. (the Registrant) held its Annual Meeting of Shareholders. Holders of an aggregate of 85,962,850 shares of the Registrants common stock at the close of business on May 7, 2012 were entitled to vote at the Registrants Annual Meeting, of which 80,910,017 were present in person or represented by proxy. At the Annual Meeting, the Registrants shareholders voted as follows:
Proposal One: To elect the following individuals as directors for a term expiring on the date of our 2014 Annual Meeting of Shareholders, or at such time as their successors have been duly elected and qualified: Messrs. Holster, Kelly, Lucia, Mosakowski and Schwartz.
Messrs. Holster, Kelly, Lucia, Mosakowski and Schwartz were each elected to serve as directors for a term expiring on the date of our 2014 Annual Meeting of Shareholders.
Proposal Two: To approve, on an advisory basis, the 2011 compensation for the Registrants named executive officers.
The Registrants 2011 compensation for its named executive officers was approved.
Proposal Three: To ratify the selection of KPMG LLP as the Registrants independent registered public accounting firm for the fiscal year ending December 31, 2012.
The appointment of KPMG LLP was ratified.
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.