Minnesota | 0-22229 | 42-1321776 |
(State or other jurisdiction of | (Commission | (I.R.S. Employer Identification No.) |
incorporation) | File Number) |
5850 Opus Parkway, Suite 300 | ||
Minnetonka, Minnesota | 55343 | |
(Address of principal executive offices) | (Zip Code) |
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)) |
a) | Vital Images, Inc. held its 2011 Annual Meeting of Shareholders on May 12, 2011. |
b) | The results of the proposals are as follows: |
1. | To elect a Board of Directors to hold offices until the next Annual Meeting of Shareholders and until their successors are elected and qualified. |
Number of Shares Voted | ||||||||
For | Withheld | Broker Non-Votes | ||||||
James B. Hickey, Jr. | 8,361,304 | 2,104,172 | 2,071,059 | |||||
Michael H. Carrel | 8,361,104 | 2,104,372 | 2,071,059 | |||||
Oran E. Muduroglu | 8,359,835 | 2,105,641 | 2,071,059 | |||||
Gregory J. Peet | 8,148,077 | 2,317,399 | 2,071,059 | |||||
Richard W. Perkins | 7,487,196 | 2,978,280 | 2,071,059 | |||||
Douglas M. Pihl | 6,476,808 | 3,988,668 | 2,071,059 | |||||
Michael W. Vannier, M.D. | 8,358,055 | 2,107,421 | 2,071,059 | |||||
Sven A. Wehrwein | 6,570,704 | 3,894,772 | 2,071,059 |
2. | The approval (non-binding) of the compensation of our named executive officers as disclosed in the proxy statement pursuant to the SEC's compensation disclosure rules. |
Number of Shares Voted | ||||||||||
For | Against | Abstain | Broker Non-Votes | |||||||
6,579,585 | 3,873,449 | 12,442 | 2,071,059 |
3. | The preferred frequency for advisory (non-binding) say-on-pay votes on executive compensation. |
Number of Shares Voted | |||||||||||||
1 Year | 2 Years | 3 Years | Abstain | Broker Non-Votes | |||||||||
9,590,251 | 9,495 | 853,437 | 12,293 | 2,071,059 |
4. | To ratify the appointment by the Audit Committee of the Company's Board of Directors of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the year ending December 31, 2011. |
Number of Shares Voted | ||||||||||
For | Against | Abstain | Broker Non-Votes | |||||||
12,354,121 | 174,260 | 8,154 | — |
Vital Images, Inc. | ||
Date: May 13, 2011. | ||
By | /s/ Michael H. Carrel | |
Michael H. Carrel | ||
President and Chief Executive Officer | ||
(Principal Executive Officer) |