EPLUS INC — Regulatory Filings 2012

Sep 17, 2012

8-K 1 form8-k.htm EPLUS INC. FORM 8-K 09-13-2012 form8-k.htm Licensed to: ePlus inc. Document Created using EDGARizer 2020 5.4.1.0 Copyright 1995 - 2009 Thomson Reuters. All rights reserved.

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): September 13, 2012

e Plus inc.

(Exact name of registrant as specified in its charter)

Delaware	1-34167	54-1817218
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

13595 Dulles Technology Drive Herndon, VA 20171-3413

(Address, including zip code, of principal executive offices)

Registrant’s telephone number, including area code: (703) 984-8400

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))

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

The Annual Meeting of Shareholders of e Plus inc. was held on September 13, 2012. There were present, in person or by proxy, holders of 7,440,066 shares of our common stock, or 92.31% of all shares of common stock eligible to be voted at the meeting. The final voting results on all matters are disclosed below.

1. Election of the following directors to serve until the next annual meeting of shareholders or until their successors are elected and qualified (included as Item 1 in the proxy statement). Each nominee for director was elected by a vote of the shareholders as follows:

	For	Withheld	Broker Non-Vote
Phillip G. Norton	6,058,416	86,114	1,295,536
Bruce M. Bowen	6,058,416	86,114	1,295,536
C. Thomas Faulders	5,920,149	224,381	1,295,536
Terrence O’Donnell	5,863,974	280,556	1,295,536
Lawrence S. Herman	5,916,009	228,521	1,295,536
Milton E. Cooper, Jr.	6,068,740	75,790	1,295,536
John E. Callies	5,922,636	221,894	1,295,536
Eric D. Hovde	6,068,337	76,193	1,295,536

Each nominee was elected a director of e Plus inc.

1. Approval of the 2012 Employee Long-Term Incentive Plan (included as Annex A in the proxy statement). The proposal was approved by a vote of shareholders as follows:

For:	6,068,850
Against:	74,255
Abstain:	1,425
Broker non-votes:	1,295,536

1. The advisory vote on the compensation of our named executive officers, as disclosed in our proxy statement (included as Item 3 in the proxy statement), was approved by the following vote:

For:	6,130,435
Against:	9,036
Abstain:	5,059
Broker non-votes:	1,295,536

1. Ratification of the appointment of Deloitte & Touche LLP as independent registered public accounting firm for fiscal year 2013 (included as Item 4 in the proxy statement). The proposal was approved by a vote of shareholders as follows:

For:	7,399,101
Against:	40,395
Abstain:	570
Broker non-votes:	0

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 hereunto duly authorized.

e Plus inc.
By: /s/ Elaine D. Marion
Elaine D. Marion
Chief Financial Officer

Date: September 17, 2012