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    Pediatrix Medical Group Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders

    5/8/25 4:30:14 PM ET
    $MD
    Hospital/Nursing Management
    Health Care
    Get the next $MD alert in real time by email
    8-K
    false000089394900008939492025-05-082025-05-08

     

    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 08, 2025

     

    img261192388_0.jpg

     

     

    Pediatrix Medical Group, Inc.

    (Exact name of Registrant as Specified in Its Charter)

     

     

    Florida

    001-12111

    26-3667538

    (State or Other Jurisdiction
    of Incorporation)

    (Commission File Number)

    (IRS Employer
    Identification No.)

     

     

     

     

     

    1301 Concord Terrace

     

    Sunrise, Florida

     

    33323

    (Address of Principal Executive Offices)

     

    (Zip Code)

     

    Registrant’s Telephone Number, Including Area Code: 954 384-0175

     

     

    (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))

    Securities registered pursuant to Section 12(b) of the Act:


    Title of each class

     

    Trading
    Symbol(s)

     


    Name of each exchange on which registered

    Common Stock, par value $.01 per share

     

    MD

     

    The New York Stock Exchange

    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

    Emerging growth company ☐

    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

     


    Item 5.07 Submission of Matters to a Vote of Security Holders.

    On May 8, 2025, Pediatrix Medical Group, Inc., a Florida corporation (the "Company"), held its 2025 Annual Shareholders’ Meeting (the “Annual Meeting”). Of the 85,816,882 shares of common stock outstanding and entitled to vote, 77,889,786 shares were represented, constituting a quorum. The final results for each of the matters submitted to a vote of the Company’s shareholders at the Annual Meeting are as follows:

    Proposal 1: All of the nominees for the Company’s Board of Directors were elected to serve until the Company’s 2026 Annual Shareholders’ Meeting or until their respective successors are elected and qualified, by the votes set forth in the table below:

     

    Name

     

    For

     

     

    Against

     

     

    Abstained

     

     

    Broker
    Non-Vote

     

    Laura A. Linynsky

     

     

    71,259,661

     

     

     

    1,114,612

     

     

     

    25,374

     

     

     

    5,490,139

     

    Thomas A. McEachin

     

     

    70,566,218

     

     

     

    1,788,114

     

     

     

    45,315

     

     

     

    5,490,139

     

    Mark S. Ordan

     

     

    70,331,956

     

     

     

    2,042,243

     

     

     

    25,448

     

     

     

    5,490,139

     

    Michael A. Rucker

     

     

    70,460,020

     

     

     

    1,913,961

     

     

     

    25,666

     

     

     

    5,490,139

     

    Guy P. Sansone

     

     

    70,669,915

     

     

     

    1,704,230

     

     

     

    25,502

     

     

     

    5,490,139

     

    John M. Starcher, Jr.

     

     

    71,266,312

     

     

     

    1,107,669

     

     

     

    25,666

     

     

     

    5,490,139

     

    Shirley A. Weis

     

     

    70,288,827

     

     

     

    2,065,804

     

     

     

    45,016

     

     

     

    5,490,139

     

    Sylvia J. Young

     

     

    71,259,355

     

     

     

    1,114,649

     

     

     

    25,643

     

     

     

    5,490,139

     

     

    Proposal 2: The appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the 2025 fiscal year was ratified by the Company’s shareholders, by the votes set forth in the table below:

     

    For

     

     

    Against

     

     

    Abstained

     

     

    Broker
    Non-Vote

     

     

    76,532,705

     

     

     

    1,335,452

     

     

     

    21,629

     

     

     

    0

     

     

    Proposal 3: The Company’s shareholders approved, on a non-binding, advisory basis, the compensation of the Company’s named executive officers for the 2024 fiscal year, by the votes set forth in the table below:

     

    For

     

     

    Against

     

     

    Abstained

     

     

    Broker
    Non-Vote

     

     

    67,114,528

     

     

     

    4,951,665

     

     

     

    333,454

     

     

     

    5,490,139

     

     


    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.

     

     

     

    Pediatrix Medical Group, Inc.

     

     

     

     

    Date:

    May 8, 2025

    By:

    /s/ Kasandra H. Rossi

     

     

     

    Kasandra H. Rossi
    Chief Financial Officer

     


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