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): June 1, 2015

 

DEALERTRACK TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)

 

Delaware   000-51653   52-2336218
(State or other jurisdiction   (Commission   (I.R.S. Employer
of incorporation)   File Number)   Identification No.)

 

1111 Marcus Ave., Suite M04, Lake Success, NY   11042
(Address of principal executive offices)   (Zip Code)

 

Registrant's telephone number, including area code: (516) 734-3600

 

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:

 

¨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))

 

 
 

 

TABLE OF CONTENTS

 

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

 

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

 

The information in this Item is furnished to, but not filed with, the Securities and Exchange Commission solely under Item 5.07 of Form 8-K, "Submission of Matters to a Vote of Security Holders." Dealertrack Technologies, Inc. held its 2015 Annual Meeting of Stockholders on June 1, 2015, at which stockholders considered and approved items (1) and (2) below by the votes indicated. Stockholders also cast an advisory vote approving the compensation of our executive officers, as set forth in item (3). For a more complete description of each of the proposals, please see the Company's proxy statement dated April 22, 2015.

 

  (1) To elect three members to the Board of Directors for three-year terms as Class I Directors, to serve until the 2018 Annual Meeting of Stockholders and until their successors are elected and qualified or until their earlier death, resignation or removal.

 

Nominees:   FOR   AGAINST   ABSTAIN BROKER NON-VOTES
Jason Chapnik   46,646,193   324,272   103,632 2,841,391

James Foy

Howard Tischler

  

46,713,405

46,032,700

  

257,025

940,340

  

103,667

101,057

2,841,391

2,841,391

 

 

  (2) To ratify the selection of PricewaterhouseCoopers L.L.P. as our independent registered public accounting firm for the fiscal year ending December 31, 2015.

 

FOR   AGAINST   ABSTAIN
49,400,709   414,328   100,451

 

  (3) To approve on an advisory basis the compensation of our executive officers.

 

FOR   AGAINST   ABSTAIN   BROKER NON-VOTES  
46,281,638   688,590   103,869   2,841,391  

 

Item 9.01 Financial Statements and Exhibits.

 

(d)  Exhibits.

 

None.

 

 
 

 

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.

 

Date: June 1, 2015

 

  Dealertrack Technologies, Inc.
     
  By:    /s/ Eric D. Jacobs
  Eric D. Jacobs 
  Executive Vice President, Chief Financial and Administrative Officer