UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 22, 2014
Iridium Communications Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-33963 | 26-1344998 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
1750 Tysons Boulevard, Suite 1400
McLean, VA 22102
(Address of principal executive offices, including zip code)
(703) 287-7400
(Registrant’s telephone number, including area code)
N/A
(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)) |
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
The Annual Meeting of Stockholders (the “Annual Meeting”) of Iridium Communications Inc. (the “Company”) was held on May 22, 2014 in McLean, Virginia. Of the 76,838,663 shares outstanding as of the record date, 66,261,184 shares, or approximately 86.23%, were present or represented by proxy at the meeting. Set forth below are the results of the matters submitted for a vote of stockholders at the Annual Meeting.
Proposal 1 — Election of Directors
The following eleven (11) directors were elected to serve for one-year terms until the 2015 Annual Meeting of Stockholders and until their respective successors are elected and qualified.
| Name |
Votes For | Votes Withheld |
Broker Non-Votes | |||
| Robert H. Niehaus |
46,352,544 | 364,516 | 19,544,124 | |||
| Thomas C. Canfield |
46,420,182 | 296,878 | 19,544,124 | |||
| Brigadier Gen. Peter M. Dawkins (Ret.) |
46,407,732 | 309,328 | 19,544,124 | |||
| Matthew J. Desch |
46,406,111 | 310,949 | 19,544,124 | |||
| Thomas J. Fitzpatrick |
44,086,035 | 2,631,025 | 19,544,124 | |||
| Alvin B. Krongard |
46,411,129 | 305,931 | 19,544,124 | |||
| Admiral Eric T. Olson (Ret.) |
46,415,497 | 301,563 | 19,544,124 | |||
| Steven B. Pfeiffer |
46,431,324 | 285,736 | 19,544,124 | |||
| Parker W. Rush |
46,391,525 | 325,535 | 19,544,124 | |||
| S. Scott Smith |
45,893,823 | 823,237 | 19,544,124 | |||
| Barry J. West |
46,442,541 | 274,519 | 19,544,124 |
Proposal 2 — Approval, on an Advisory Basis, of the Compensation of the Company’s Named Executive Officers.
| For |
Against |
Abstain |
Broker Non-Votes | |||
| 40,570,817 |
2,632,451 | 3,513,791 | 19,544,124 |
Proposal 3 — Ratification of the Appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2014.
| For |
Against |
Abstain |
Broker Non-Votes | |||
| 65,977,932 |
192,676 | 90,576 | 0 |
SIGNATURE
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.
| IRIDIUM COMMUNICATIONS INC. | ||||||
| Date: May 28, 2014 | By: | /s/ Thomas D. Hickey | ||||
| Thomas D. Hickey | ||||||
| Chief Legal Officer | ||||||