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HEARTLAND PAYMENT SYSTEMS INC FILES (8-K) Disclosing Submission of Matters to a Vote of Security Holders

May 9, 2014

Item 5.07 Submission of Matters to a Vote of Security Holders. The following proposals were submitted to our stockholders at the 2014 Annual Meeting of Stockholders held on May 6, 2014: The election of seven directors to our Board of Directors for terms expiring at the 2015 Annual Meeting of Stockholders and until their successors are duly elected and qualified. The ratification of Deloitte & Touche LLP as our independent registered public accounting firm for the year ended December 31, 2014.



The approval of our executive compensation by a non-binding advisory vote.

For more information about the foregoing proposals, see our proxy statement dated March 27, 2014, the relevant portions of which are incorporated herein by reference. Holders of our common stock are entitled to one vote per share on all matters submitted to a vote of stockholders. The final voting results consisting of the number of votes cast for and against and the number of abstentions and broker non-votes with respect to each matter voted upon are set forth below: Board of Director Election Results Director Nominee Votes For Withheld Broker Non-Votes Robert O. Carr

30,641,881 1,419,598 2,631,904 Maureen Breakiron-Evans 31,954,977 106,502 2,631,904 Mitchell L. Hollin 31,742,887 318,592 2,631,904 Robert H. Niehaus 31,854,014 207,465 2,631,904 Marc J. Ostro, Ph.D. 31,742,942 318,537 2,631,904 Jonathan J. Palmer 31,952,238 109,241 2,631,904 Richard W. Vague 31,954,705 106,774 2,631,904 The seven nominees who received the highest number of votes (all of the above individuals) were elected to the Board of Directors, and will serve as directors until our next annual meeting or until their respective successors are elected and qualified. Ratification of Deloitte & Touche LLP The results of the voting included 33,679,844 votes for, 1,010,307 votes against, 3,232 votes abstained and no votes were broker non-votes. The appointment was ratified. Non-binding Advisory Vote on Executive Compensation The results of the voting included 31,790,540 votes for, 225,281 votes against, 45,658 votes abstained and 2,631,904 votes were broker non-votes. Our executive compensation was approved by a non-binding advisory vote.



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Source: Edgar Glimpses


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