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

June 17, 2014



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

On June 13, 2014, ICG Group, Inc. ("ICG") held its 2014 Annual Meeting of Stockholders (the "Annual Meeting"). As of April 17, 2014, the record date for the Annual Meeting, there were a total of 40,524,434 shares of ICG Common Stock issued and outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting, 37,269,594 shares of ICG Common Stock were represented in person or by proxy and, accordingly, a quorum was present.

The following is a brief description of each matter voted upon at the Annual Meeting, as well as the final number of votes cast for, cast against and withheld, as applicable, for each such matter, as well as the number of abstentions and broker non-votes with respect to each such matter.

1. ICG's stockholders re-elected each of Walter W. Buckley, III, Michael J. Hagan and Philip J. Ringo as a Class III director, for a term of three years or until his successor has been elected and qualified. The tabulation of votes on the matter was as follows: Votes Broker Non- Nominee Votes For Against Abstentions Votes Walter W. Buckley, III 33,998,412 678,369 45,646 2,547,167 Michael J. Hagan 34,578,697 98,127 45,603 2,547,167 Philip J. Ringo 34,431,978 244,306 46,143 2,547,167



2. ICG's stockholders ratified the appointment of KPMG LLP as ICG's independent registered public accountant for the year ending December 31, 2014. The tabulation of votes on the matter was as follows:

Votes Votes For Against Abstentions 36,199,423 696,845 373,326



3. ICG's stockholders voted in favor of approving, on an advisory basis, the compensation of ICG's named executive officers, as disclosed in ICG's proxy statement for the Annual Meeting. The tabulation of votes on the matter was as follows:

Votes Broker Non- Votes For Against Abstentions Votes 31,614,545 2,623,558 484,324 2,547,167



4. ICG's stockholders voted in favor of an amendment of ICG's Certificate of Incorporation, as amended, to change ICG's name to "Actua Corporation" (such amendment, the "Amendment"). The tabulation of votes on the matter was as follows:

Votes Votes For Against Abstentions 36,578,860 222,506 468,228



ICG intends to file the Amendment in connection with its corporate re-branding effort, which it is scheduled to launch in September 2014.

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Source: Edgar Glimpses


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