Current Report Filing (8-k)
May 18 2016 - 4:07PM
Edgar (US Regulatory)
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): May 12, 2016
Morgans Hotel Group Co.
(Exact name of registrant as specified in its charter)
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Delaware
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001-33738
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16-1736884
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(State or other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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475 Tenth Avenue
New York, NY
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10018
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrants telephone number, including area code: (212) 277-4100
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:
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¨
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 5.07
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Submission of Matters to a Vote of Security Holders.
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On May 12, 2016, Morgans Hotel Group Co.
(the Company) held its 2016 annual meeting of stockholders (the 2016 Annual Meeting). At the 2016 Annual Meeting, the three matters set forth below were submitted to votes of the Companys stockholders.
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1.
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Election of Directors
The Companys stockholders elected the following nine nominees as directors, by a plurality of the votes cast, for one-year terms expiring when their successors are duly elected
and qualified: Andrew Broad, Kenneth E. Cruse, John J. Dougherty, Jason T. Kalisman, Howard M. Lorber, Bradford B. Nugent, Michael E. Olshan, Michelle S. Russo and Adam Stein. The number of votes cast for and withheld for each nominee were as
follows:
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Nominee
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For
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Withheld
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Broker Non Votes
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Andrew Broad
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20,422,280
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1,525,312
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7,999,697
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Kenneth E. Cruse
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15,921,612
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6,025,980
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7,999,697
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John J. Dougherty
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20,416,805
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1,530,787
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7,999,697
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Jason T. Kalisman
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12,965,055
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8,982,537
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7,999,697
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Howard M. Lorber
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9,813,600
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12,133,922
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7,999,697
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Bradford B. Nugent
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15,921,782
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6,025,810
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7,999,697
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Michael E. Olshan
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20,404,267
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1,543,325
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7,999,697
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Michelle S. Russo
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12,994,680
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8,952,912
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7,999,697
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Adam Stein
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15,928,461
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6,019,131
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7,999,697
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2.
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Ratification of Appointment of Independent Registered Public Accounting Firm
The Companys stockholders ratified the appointment of BDO USA, LLP as the Companys independent registered public
accounting firm for the fiscal year ending December 31, 2016 by a majority of the shares present. The number of votes cast for and against the proposal, as well as the number of abstentions, were as follows:
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For
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Against
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Abstained
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29,693,239
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240,691
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13,359
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3.
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Advisory Vote on Executive Compensation
The stockholders approved, by a non-binding, advisory vote, the compensation paid to the Companys named executive officers by a majority of the shares
present. The number of votes cast for and against the proposal, as well as the number of abstentions, were as follows:
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For
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Against
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Withheld
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Broker Non Votes
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20,235,056
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1,709,111
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3,425
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7,999,697
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SIGNATURES
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.
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MORGANS HOTEL GROUP CO.
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Date: May 18, 2016
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By:
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/s/ Richard Szymanski
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Richard Szymanski
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Chief Financial Officer
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