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 4, 2010 (April 29, 2010)
AMERICAN REPROGRAPHICS COMPANY
(Exact name of registrant as specified in its charter)
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STATE OF DELAWARE
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001-32407
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20-1700361 |
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.) |
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1981 N. Broadway, Suite 385, Walnut Creek, California
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94596 |
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(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code: (925) 949-5100
(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02. Results of Operations and Financial Condition.
On May 4, 2010, American Reprographics Company (the Company) issued a press release
reporting its financial results for the first quarter of 2010. A copy of the press release is
furnished as Exhibit 99.1 and is incorporated by reference herein.
The information contained in Item 2.02 of this Current Report on Form 8-K, including Exhibit
99.1 attached hereto, shall not be deemed filed for the purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the Exchange Act), or incorporated by reference into any filing
of American Reprographics Company under the Securities Act of 1933, as amended, or the Exchange
Act, except as shall be expressly set forth by specific reference in such a filing.
Item 5.07. Submission of Matters to a Vote of Security Holders.
On April 29, 2010, the Company held its 2010 annual meeting of stockholders. A total of
45,664,999 shares of the Companys common stock were entitled to vote as of March 10, 2010, which
was the record date for the annual meeting. There were 42,620,148 shares present in person or by
proxy at the annual meeting. Set forth below are the matters voted upon by the Companys
stockholders at the 2010 annual meeting and the final voting results of each such proposal.
Proposal No. 1 Election of Directors
The shareholders elected seven directors, each to serve a one-year term until the Companys
next annual meeting of stockholders and until their respective successors are elected and
qualified. The results of the vote were as follows:
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For |
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Withheld |
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Broker Non-Votes |
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Kumarakulasingam Suriyakumar |
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37,998,245 |
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613,243 |
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4,008,660 |
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Thomas J. Formolo |
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26,410,552 |
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12,200,936 |
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4,008,660 |
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Dewitt Kerry McCluggage |
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26,444,829 |
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12,166,659 |
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4,008,660 |
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James F. McNulty |
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38,280,161 |
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331,327 |
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4,008,660 |
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Mark W. Mealy |
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38,336,313 |
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275,175 |
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4,008,660 |
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Manuel Perez de la Mesa |
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26,444,951 |
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12,166,537 |
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4,008,660 |
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Eriberto R. Scocimara |
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38,297,363 |
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314,125 |
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4,008,660 |
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Proposal No. 2 Ratification of the Appointment of Independent Auditors for Fiscal Year 2010
The Companys stockholders voted to ratify the appointment of Deloitte & Touche LLP as the
Companys independent auditors for the fiscal year ending December 31, 2010. The results of the
vote were as follows:
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Against |
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Abstain |
42,455,780
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158,705
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5,663 |
Item 8.01. Other Events.
At the Companys annual meeting of stockholders held on April 29, 2010, Kumarakulasingam
Suriyakumar, the Companys Chairman of the Board, Chief Executive Officer and President, made
certain remarks to those present. A copy of the remarks made by Mr. Suriyakumar during the annual
meeting is attached hereto as Exhibit 99.2 and incorporated herein by reference.