Kforce Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
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Professional Services
Consumer Discretionary
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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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 23, 2025
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Item 5.07 Submission of Matters to a Vote of Security Holders.
On April 23, 2025, Kforce Inc. held its Annual Meeting of Shareholders. As of the record date of February 21, 2025, 19,111,072 shares of Kforce's Common Stock were outstanding and entitled to vote. Of this amount, 17,375,519 shares, representing 90.9% of the total number of shares outstanding and entitled to vote, were represented in person or by proxy constituting a quorum. Set forth below are the voting results from the proposals presented for a shareholder vote at such meeting.
The following tables set forth the votes cast with respect to each of these matters:
| Matter | FOR | AGAINST | ABSTAIN | BROKER NON-VOTES | ||||||||||||||||||||||
| (1) Elect three Class I directors to hold office for a three-year term expiring in 2028. | ||||||||||||||||||||||||||
| Joseph J. Liberatore | 15,680,442 | 296,886 | 36,619 | 1,361,572 | ||||||||||||||||||||||
| Randall A. Mehl | 15,648,091 | 328,646 | 37,210 | 1,361,572 | ||||||||||||||||||||||
| Elaine D. Rosen | 15,582,747 | 393,609 | 37,591 | 1,361,572 | ||||||||||||||||||||||
| Matter | FOR | AGAINST | ABSTAIN | BROKER NON-VOTES | ||||||||||||||||||||||
(2) Ratifying the appointment of Deloitte and Touche LLP as Kforce's independent registered public accountants for 2025. | 17,232,261 | 121,842 | 21,416 | — | ||||||||||||||||||||||
| Matter | FOR | AGAINST | ABSTAIN | BROKER NON-VOTES | ||||||||||||||||||||||
| (3) Advisory vote on Kforce's executive compensation. | 15,417,300 | 578,767 | 17,880 | 1,361,572 | ||||||||||||||||||||||
| Matter | FOR | AGAINST | ABSTAIN | BROKER NON-VOTES | ||||||||||||||||||||||
(4) Approve the Kforce Inc. 2025 Stock Incentive Plan. | 14,973,361 | 1,033,149 | 7,437 | 1,361,572 | ||||||||||||||||||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| KFORCE INC. | |||||||||||
| Date: | April 25, 2025 | By: | /s/ JEFFREY B. HACKMAN | ||||||||
| Jeffrey B. Hackman, | |||||||||||
| Chief Financial Officer | |||||||||||
| (Principal Financial and Accounting Officer) | |||||||||||