Colfax Corporation filed SEC Form 8-K: Leadership Update, Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits
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| Item 5.02 | Departure of Directors or Certain Officers; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
On June 7, 2022, at the 2022 Annual Meeting of Stockholders (the “Annual Meeting”) of Enovis Corporation (the “Company”), an amendment to the Company’s 2020 Omnibus Incentive Plan (the “Amendment”) was approved by the Company’s stockholders. The Amendment was previously adopted by the Company’s Board of Directors on April 26, 2022, subject to the approval of the Company’s stockholders.
The Amendment authorizes an additional 745,000 shares of the Company’s common stock, par value $0.001 per share, for issuance under the 2020 Omnibus Incentive Plan. The foregoing description of the Amendment is qualified by the full text of the Amendment, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On June 7, 2022, the Company held its Annual Meeting, at which four proposals were submitted to the Company’s stockholders. The proposals are described in detail in the Company’s Proxy Statement for the Annual Meeting filed with the Securities and Exchange Commission on April 28, 2022. The final results for each proposal are set forth below:
Proposal 1- Election of Directors:
The Company’s stockholders elected eleven directors to the Company’s Board of Directors (to hold office until the next annual meeting of stockholders and until their respective successors are elected and qualified). The votes regarding this proposal were as follows:
| Nominee |
For | Against | Abstain | |||||||||
| Mitchell P. Rales |
47,063,382 | 1,613,776 | 61,534 | |||||||||
| Matthew L. Trerotola |
48,454,008 | 273,184 | 11,500 | |||||||||
| Barbara W. Bodem |
47,099,071 | 1,627,996 | 11,625 | |||||||||
| Liam J. Kelly |
48,463,459 | 263,291 | 11,942 | |||||||||
| Angela S. Lalor |
48,642,718 | 84,317 | 11,657 | |||||||||
| Philip A. Okala |
48,501,433 | 225,316 | 11,943 | |||||||||
| Christine Ortiz |
48,671,889 | 55,179 | 11,624 | |||||||||
| A. Clayton Perfall |
48,346,829 | 378,543 | 13,320 | |||||||||
| Brady Shirley |
48,172,890 | 552,823 | 12,979 | |||||||||
| Rajiv Vinnakota |
47,539,202 | 1,187,548 | 11,942 | |||||||||
| Sharon Wienbar |
47,855,319 | 871,749 | 11,624 | |||||||||
Proposal 2- Ratification of appointment of independent registered accounting firm:
The Company’s stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2022. The votes regarding this proposal were as follows:
| For |
Against |
Abstain | ||
| 49,660,364 | 382,613 | 12,330 |
Proposal 3- Advisory vote on the executive compensation of the named executive officers:
The Company’s stockholders approved, by non-binding advisory vote, the compensation of the Company’s named executive officers. The votes regarding this proposal were as follows:
| For |
Against |
Abstain | ||
| 47,241,765 | 1,477,907 | 19,020 |
Proposal 4- Approve an amendment to the Enovis Corporation 2020 Omnibus Incentive Plan:
The Company’s stockholders approved an amendment to the Company’s 2020 Omnibus Incentive Plan. The votes regarding this proposal were as follows:
| For |
Against |
Abstain | ||
| 46,837,535 | 1,884,772 | 16,385 |
| Item 9.01 | Financial Statements and Exhibits |
| (d) | Exhibits |
| 10.1 | First Amendment to the Enovis Corporation 2020 Omnibus Incentive Plan | |
| 104 | Cover Page Interactive Data File – The cover page from this Current Report on Form 8-K is formatted in Inline XBRL | |
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.
Date: June 13, 2022
| ENOVIS CORPORATION | ||
| By: | /s/ Bradley J. Tandy | |
| Name: | Bradley J. Tandy | |
| Title: | Senior Vice President and General Counsel | |