USA Technologies, Inc.
USA TECHNOLOGIES INC (Form: 8-K, Received: 05/02/2018 17:17:54)

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): April 26, 2018

USA TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)

Pennsylvania
001-33365
23-2679963
     
(State or other jurisdiction of incorporation or organization)
(Commission File Number)
(I.R.S. Employer Identification No.)

100 Deerfield Lane, Suite 300
Malvern, Pennsylvania 19355
(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code: 610-989-0340

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 April 26, 2018, USA Technologies, Inc. (the “Company”), held its annual meeting of shareholders (the “Annual Meeting”). The final voting results for each of the proposals submitted to a vote of the shareholders at the Annual Meeting are set forth below.

1.
Election of Directors .

Each nominee for director was elected, and the voting results are as follows:
 
Name of Nominee
 
Votes For
   
Votes
Withheld
   
Broker Non-
votes
 
                   
Steven D. Barnhart
   
32,640,556
     
104,863
     
13,562,784
 
Joel Brooks
   
32,269,840
     
475,579
     
13,562,784
 
Stephen P. Herbert
   
32,535,046
     
210,372
     
13,562,784
 
Robert L. Metzger
   
32,640,444
     
104,975
     
13,562,784
 
Albin F. Moschner
   
32,638,670
     
106,748
     
13,562,784
 
William J. Reilly, Jr.
   
32,436,541
     
308,877
     
13,562,784
 
William J. Schoch
   
31,063,511
     
1,681,908
     
13,562,784
 
 
2.
Ratification of the Appointment of Independent Registered Public Accounting Firm for the fiscal year ending June 30, 2018 .

The ratification of the appointment of RSM US LLP as the Company’s independent registered public accounting firm for the 2018 fiscal year was approved, and the voting results were as follows:

Votes For
   
45,744,494
 
Votes Against
   
501,856
 
Abstentions
   
61,853
 
Broker Non-Votes
   
0
 

3.
Approval of the USA Technologies, Inc. 2018 Equity Incentive Plan

The Company’s shareholders approved the USA Technologies, Inc. 2018 Equity Incentive Plan, and the voting results were as follows:

Votes For
   
31,145,771
 
Votes Against
   
1,414,364
 
Abstentions
   
185,284
 
Broker Non-Votes
   
13,562,784
 
 

4.
Advisory Vote on Named Executive Officer Compensation.

The Company’s shareholders approved, on an advisory basis, the Company’s named executive officer compensation as described in the Executive Compensation section of the Company’s proxy statement, and the voting results were as follows:

Votes For
   
28,392,770
 
Votes Against
   
1,123,528
 
Abstentions
   
3,229,121
 
Broker Non-Votes
   
13,562,784
 

SIGNATURES

Pursuant to the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

USA TECHNOLOGIES, INC.
     
Dated: May 2, 2018
By:
/s/ Stephen P. Herbert
   
Stephen P. Herbert,
   
Chairman & Chief Executive Officer