false 0000096793 Common Shares without par value Preferred Share Purchase Rights 0000096793 2021-11-10 2021-11-10

 

 

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 and Exchange Act of 1934

Date of Report (Date of earliest event reported) November 10, 2021

 

SUNLINK HEALTH SYSTEMS, INC.

(Exact Name of Registrant as Specified in Charter)

 

 

Ohio

1-12607

31-0621189

(State or other jurisdiction
of incorporation)

(Commission
File Number)

(IRS Employer
Identification No.)

 

900 Circle 75 Parkway, Suite 690, Atlanta, Georgia

30339

(Address of principal executive offices)

(Zip Code)

 

Registrant’s telephone number, including area code: (770) 933-7000

 

(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:

 

☐

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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each Class

 

Trading Symbol

 

Name of each Exchange on which registered

Common Shares without par value

Preferred Share Purchase Rights

 

SSY

 

NYSE American, LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 

 

 

Item 5.07 Submission of Matters to a Vote of Security Holders

The following matters were submitted to a vote of common shareholders at the 2021 annual meeting of stockholders of SunLink Health Systems, Inc. (the “Company”) held on November 10, 2021:

Election of Directors

Management’s nominees for election to the board of directors, as listed in the Company’s proxy statement, were elected for two-year terms; with the results of the voting as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nominee

  

For

 

  

Withheld

 

  

Against

 

  

Broker
Non-Votes

 

Robert M. Thornton, Jr.

  

 

2,008,482

  

  

 

630,335

  

  

 

0

  

  

 

1,956,546

  

Dr. Steven J. Baileys, Jr.

  

 

2,206,641

  

  

 

432,196

  

  

 

0

  

  

 

1,956,546

  

Gene E, Burleson

  

 

2,209,333

  

  

 

429,504

  

  

 

0

  

  

 

1,956,546  

 

  

 

  

 

 

  

  

 

 

  

  

 

 

  

  

 

 

  

As indicated in the table above, Robert M. Thornton, Jr, Dr. Steven, J. Baileys. Jr. and Gene E. Burleson were elected as directors for terms expiring at the 2023 annual meeting of shareholders. The terms of the following incumbent directors continue until the 2022 annual meeting of shareholders: C, Michael Ford and Howard E. Turner.

Management also proposed the ratification of the appointment of the Company’s independent auditors for the 2022 fiscal year. The table below summarizes the results of the voting on these proposals by the Company’s stockholders:

 

Ratification of the appointment of Cherry Bekaert LLP as the Company’s Independent Registered Public Accounting Firm.

 

 For

 

Against

 

 Abstentions

 

 

 

 

 

 

 

4,574,657

 

 8,296

 

5,915 

 

  

 

As indicated in the above table, the proposal to ratify the appointment of the Company’s independent auditors for the 2022 fiscal year was approved.

Item 9.01.

Financial Statements and Exhibits

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

2

 

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

SUNLINK HEALTH SYSTEMS, INC.

 

 

 

 

 

 

 

By:

 

/s/ Mark J. Stockslager

 

 

Name:

 

Mark J. Stockslager

 

 

Title:

 

Chief Financial Officer

Dated: November 15, 2021

 

 

 

 

 

 

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