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GREATBATCH, INC. FILES (8-K) Disclosing Submission of Matters to a Vote of Security Holders

May 16, 2014



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

The 2014 Annual Meeting of Stockholders of Greatbatch, Inc. was held on May 16, 2014. At the 2014 Annual Meeting, stockholders approved each of management's proposals which consisted of (i) the election of nine (9) directors, all of whom were then serving as directors of Greatbatch, Inc., for a term of one (1) year and until their successors are elected and qualified; (ii) the amendment to the Greatbatch, Inc. 2011 Stock Incentive Plan; (iii) the ratification of the appointment of Deloitte & Touche LLP as the independent registered public accounting firm of Greatbatch, Inc. for fiscal year 2014; and (iv) the approval, on an advisory basis, of the compensation of Greatbatch, Inc.'s named executive officers.

The voting results for each proposal, including the votes for and against or withheld, and any abstentions or broker non-votes, are described below. Abstentions and broker non-votes (if applicable) were counted for purposes of determining whether a quorum was present, but were not treated as votes cast. Therefore, abstentions and broker non-votes did not have the effect of a vote for or against such proposal and were not counted in determining the number of votes required for approval. The following table reflects the tabulation of the votes with respect to each director who was elected at the 2014 Annual Meeting:

Name: Shares FOR: Shares WITHHELD: Broker NON VOTE: Pamela G. Bailey 22,414,398 256,824 1,229,763 Anthony P. Bihl III 22,516,818 154,404 1,229,763 Joseph W. Dziedzic 22,518,272 152,950 1,229,763 Thomas J. Hook 22,406,777 264,445 1,229,763 Kevin C. Melia 22,135,210 536,012 1,229,763 Dr. Joseph A. Miller, Jr. 22,412,982 258,240 1,229,763 Bill R. Sanford 22,427,166 244,056 1,229,763 Peter H. Soderberg 22,417,754 253,468 1,229,763 William B. Summers, Jr. 22,442,472 228,750 1,229,763



The following table reflects the tabulation of the votes with respect to the amendment of the Greatbatch, Inc. 2011 Stock Incentive plan:

Shares FOR: 20,565,473 Shares AGAINST: 2,039,996 Shares ABSTAINING: 65,753 Broker NON VOTE: 1,229,763

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The following table reflects the tabulation of the votes with respect to the ratification of the appointment of Deloitte & Touche LLP as the independent registered public accounting firm of Greatbatch, Inc. for fiscal year 2014:

Shares FOR: 23,422,602 Shares AGAINST: 408,318 Shares ABSTAINING: 70,065



The following table reflects the tabulation of the votes with respect to the approval, on an advisory basis, of the compensation of Greatbatch, Inc.'s named executive officers:

Shares FOR: 21,518,319 Shares AGAINST: 661,418 Shares ABSTAINING: 491,485 Broker NON VOTE: 1,229,763


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Source: Edgar Glimpses


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