Delaware | 001-34811 | 04-3512838 | ||
(State or Other Juris- diction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
111 Speen Street, Suite 410, Framingham, MA | 01701 | |
(Address of Principal Executive Offices) | (Zip Code) |
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
• | elected David J. Anderson, Thomas S. Murley and Frank V. Wisneski to serve as the Company’s class I directors until the Company’s 2020 annual meeting of stockholders and until their successors are elected and qualified; |
• | ratified the selection of RSM US LLP as the Company’s independent registered public accounting firm for 2017; |
• | approved the compensation of the Company’s named executive officers; |
• | voted in favor of including a say on pay proposal in the proxy statement for the Company’s annual meeting every three years; and |
• | approved the Company’s 2017 Employee Stock Purchase Plan. |
Proposal 1: | The election of the following nominees for class I directors for a term of three years (voted on by holders of Class A common stock and Class B common stock, voting together as a single class): |
Nominee | Votes For | Votes Withheld | Broker Non-Votes | ||||||
David J. Anderson | 105,475,415 | 694,493 | 9,474,509 | ||||||
Thomas S. Murley | 105,805,948 | 363,960 | 9,474,509 | ||||||
Frank V. Wisneski | 105,788,708 | 381,200 | 9,474,509 |
Proposal 2: | Ratification of the selection of RSM US LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2017 (voted on by holders of Class A common stock and Class B common stock, voting together as a single class): |
Votes For | Votes Against | Abstain | Broker Non-Votes | ||||||||
115,538,219 | 59,352 | 46,846 | — |
Proposal 3: | Advisory vote on the approval of the compensation of the Company’s named executive officers (voted on by holders of Class A common stock and Class B common stock, voting together as a single class): |
Votes For | Votes Against | Abstain | Broker Non-Votes | ||||||||
105,942,562 | 136,056 | 91,290 | 9,474,509 |
Proposal 4: | Advisory vote on the frequency of a shareholder vote to approve the compensation of the Company's named executive officers (voted on by holders of Class A common stock and Class B common stock, voting together as a single class): |
Every Year | Every 2 Years | Every 3 Years | Abstain | Broker Non-Votes | ||||||||||
5,569,960 | 61,204 | 99,804,719 | 734,025 | 9,474,509 |
Proposal 4: | Approval of the Company’s 2017 Employee Stock Purchase Plan Plan (voted on by holders of Class A common stock and Class B common stock, voting together as a single class): |
Votes For | Votes Against | Abstain | Broker Non-Votes | ||||||||
106,024,410 | 135,633 | 9,865 | 9,474,509 |
AMERESCO, INC. | ||||
Date: June 6, 2017 | By: | /s/ David J. Corrsin | ||
David J. Corrsin | ||||
Executive Vice President, General Counsel and Secretary | ||||