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):
February 28, 2019
TETRA TECH, INC.
(Exact name of registrant as specified in its charter)
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Delaware |
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0-19655 |
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95-4148514 |
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(State or other jurisdiction |
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(Commission |
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(IRS Employer |
3475 East Foothill Boulevard, Pasadena, California 91107
(Address of principal executive office, including zip code)
(626) 351-4664
(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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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 o
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. o
Item 5.07. Submission of Matters to a Vote of Security Holders.
On February 28, 2019, Tetra Tech, Inc. held its annual meeting of stockholders for the following purposes:
(1) To elect ten members to its Board of Directors;
(2) To vote on an advisory resolution to approve its executive compensation;
(3) To ratify the appointment of PricewaterhouseCoopers LLP as its independent registered public accounting firm for fiscal 2019; and
(4) To act upon such other matters as may properly come before the meeting or any adjournments or postponements thereof.
The votes cast in connection with such matters were as follows:
Election of Directors:
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Name |
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For |
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Withheld |
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Broker Non-Votes |
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Dan L. Batrack |
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41,328,842 |
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3,508,633 |
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4,521,368 |
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Gary R. Birkenbeuel |
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44,565,049 |
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272,426 |
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4,521,368 |
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Hugh M. Grant |
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42,024,220 |
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2,813,255 |
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4,521,368 |
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Patrick C. Haden |
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43,274,141 |
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1,563,334 |
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4,521,368 |
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J. Christopher Lewis |
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42,476,252 |
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2,361,223 |
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4,521,368 |
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Joanne M. Maguire |
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43,808,325 |
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1,029,150 |
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4,521,368 |
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Kimberly E. Ritrievi |
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44,090,321 |
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747,154 |
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4,521,368 |
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Albert E. Smith |
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43,351,537 |
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1,485,938 |
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4,521,368 |
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J. Kenneth Thompson |
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42,134,023 |
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2,703,452 |
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4,521,368 |
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Kirsten M. Volpi |
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44,085,213 |
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752,262 |
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4,521,368 |
Advisory Resolution Regarding Executive Compensation:
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For |
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Against |
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Abstain |
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Broker Non-Votes |
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42,784,828 |
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1,966,465 |
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86,182 |
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4,521,368 |
Appointment of PricewaterhouseCoopers LLP:
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For |
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Against |
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Abstain |
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Broker Non-Votes(1) |
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48,678,949 |
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658,440 |
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21,454 |
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— |
(1) This proposal constituted a routine matter. Therefore, brokers were permitted to vote without receipt of instructions from beneficial owners.
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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TETRA TECH, INC. |
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Date: March 1, 2019 |
By: |
/s/ Dan L. Batrack |
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Dan L. Batrack |
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Chairman and Chief Executive Officer |