Form 8-K
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): June 4, 2009

 

 

QuadraMed Corporation

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-32283   52-1992861

(State or Other Jurisdiction

of Incorporation)

  (Commission File Number)  

(I.R.S. Employer

Identification No.)

12110 Sunset Hills Road, Suite 600, Reston, VA 20190

(Address of principal executive office and zip code)

(703) 709-2300

(Registrant’s telephone number, including area code)

(Not Applicable)

(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 (see General Instruction A.2. below):

 

¨ 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))

 

 

 


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TABLE OF CONTENTS

 

ITEM 8.01 OTHER EVENTS.

SIGNATURES


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ITEM 8.01 OTHER EVENTS.

Results of 2009 Annual Meeting of Shareholders

 

(a) At 9:00 A.M. on June 4, 2009, QuadraMed held its 2009 Annual Meeting of Stockholders at its headquarters, located at 12110 Sunset Hills Road, Suite 600, Reston, VA 20190.

 

(b) The issued and outstanding shares of stock of the Company entitled to vote at the Annual Meeting consisted of 8,296,219 shares of common stock. The stockholders of the Company voted on three matters at the Annual Meeting, all of which were approved as follows:

 

  (1) Election of directors;

 

NOMINEE

   FOR    WITHHELD

Robert L. Pevenstein

   6,262,135    1,271,641

Julian A.L. Allen

   7,026,414    507,362

Lawrence P. English

   4,970,980    2,562,796

William K. Jurika

   6,913,063    620,713

Robert W. Miller

   6,332,867    1,200,909

James E. Peebles

   6,960,160    573,616

 

  (2) A proposal to approve and ratify the adoption of the QuadraMed Corporation 2009 Stock Compensation Plan;

 

FOR   AGAINST   ABSTAIN   BROKER NON-VOTE
5,552,418   422,655   31,779   1,526,924

 

  (3) A proposal to approve and ratify the adoption of the QuadraMed Corporation 2008 Employee Stock Purchase Plan;

 

FOR   AGAINST   ABSTAIN   BROKER NON-VOTE
5,737,090   240,915   28,847   1,526,924

 

  (4) A proposal to approve BDO Seidman, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2009.

 

FOR   AGAINST   ABSTAIN   BROKER NON-VOTE
6,888,126   34,228   611,422   0


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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 thereunto duly authorized.

Date: June 5, 2009

 

QuadraMed Corporation

/s/ David L. Piazza

David L. Piazza
Executive Vice President, Chief Financial Officer and Chief Operating Officer