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): November 19, 2015

 

CACI International Inc

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-31400

54-1345888

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

 

 

 

1100 N. Glebe Road

Arlington, Virginia

 

22201

(Address of Principal Executive Offices)

 

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (703) 841-7800

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 Instructions 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 CACI International Inc (the “Company”), for which proxies were solicited pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended, was held on November 19, 2015.

 

The results detailed below represent the final voting results:

 

Proposal 1

 

The following ten nominees were elected to the Board of Directors of the Company:

 

Director Name

For

Withheld

Broker Non-Votes

 

Kenneth Asbury

20,727,030

204,102

1,509,052

Michael A. Daniels

20,750,582

180,550

1,509,052

James S. Gilmore III

20,743,075

188,057

1,509,052

William L. Jews

20,749,221

181,911

1,509,052

Gregory G. Johnson

20,744,155

186,977

1,509,052

J.P. London

20,717,181

213,951

1,509,052

James L. Pavitt

20,750,378

180,754

1,509,052

Warren R. Phillips

20,069,837

861,295

1,509,052

Charles P. Revoile

20,055,659

875,473

1,509,052

William S. Wallace

20,750,498

180,634

1,509,052

 

 Proposal 2

 

Shareholders approved, on an advisory basis, the compensation paid to the Company’s named executive officers, as disclosed pursuant to Item 402 of Regulation S-K and contained in the 2015 Proxy Statement, including the Compensation Discussion and Analysis, compensation tables and narrative discussion:

 

 

For

Against

Abstain

Broker Non-Votes

20,489,594

391,264

50,274

1,509,052

 

 

Proposal 3

 

Shareholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal year 2016:

 

For

Against

Abstain

 

22,206,336

216,013

17,835

 

 

 

 

 

 

 

 

 

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 thereunto duly authorized.

 

 

 

CACI International Inc

 

 

 

 

Date: November 24, 2015

 

By:

/s/ J. William Koegel, Jr.

 

 

 

J. William Koegel, Jr.

 

 

 

Executive Vice President, General Counsel and Secretary

 

 

 

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