UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
CorVel Corporation (the “Company”) held its 2024 annual meeting of stockholders (the “Annual Meeting”) on August 1, 2024. The Company had 17,164,306 shares of common stock outstanding on June 7, 2024, the record date for the Annual Meeting. At the Annual Meeting, 16,481,348 shares of common stock were present or represented by proxy, which represented 96% of the voting power of all the shares of common stock of the Company as of the record date.
Set forth below are the voting results for the two proposals considered and voted upon by stockholders at the Annual Meeting, each of which are described in more detail in the Company’s definitive proxy statement on Schedule 14A (the “Proxy Statement”) filed with the Securities and Exchange Commission on June 21, 2024.
| 1. | To elect the six directors named in the Proxy Statement, each to serve until the 2025 annual meeting of stockholders or until his or her successor has been duly elected and qualified: |
| Name of Director |
For | Withheld | Broker Non-Votes | |||||||||
| V. Gordon Clemons |
15,827,750 | 295,644 | 357,954 | |||||||||
| Joanna C. Burkey |
16,069,447 | 53,947 | 357,954 | |||||||||
| Steven J. Hamerslag |
13,941,366 | 2,182,028 | 357,954 | |||||||||
| Alan R. Hoops |
15,516,392 | 607,002 | 357,954 | |||||||||
| R. Judd Jessup |
13,037,361 | 3,086,033 | 357,954 | |||||||||
| Jeffrey J. Michael |
13,752,652 | 2,370,742 | 357,954 | |||||||||
| 2. | To ratify the appointment of Haskell & White LLP as the Company’s independent registered public accounting firm for the fiscal year ending March 31, 2025: |
| For |
Against |
Abstain |
Broker Non-Votes | |||
| 16,427,161 | 46,396 | 7,791 | — |
Based on the foregoing votes, the six directors named in the Proxy Statement were elected to serve as directors of the Company, and the appointment of Haskell & White LLP as the Company’s independent registered public accounting firm for the fiscal year ending March 31, 2025 was duly ratified.
No other matters were presented for consideration or stockholder action at the Annual Meeting.
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.
| CORVEL CORPORATION | ||||||
| Dated: August 6, 2024 | By: | /s/ Brandon T. O’Brien | ||||
| Brandon T. O’Brien | ||||||
| Chief Financial Officer | ||||||