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 18, 2016

MACQUARIE INFRASTRUCTURE CORPORATION
(Exact Name of Registrant as Specified in Charter)

Delaware

 

001-32384

 

43-2052503

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

125 West 55th Street
New York, New York

 

10019

(Address of Principal Executive Offices)

(Zip Code)

(212) 231-1000
(Registrant’s telephone number, including area code)

 N.A.
(Former name or 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))


Item 5.07   Submission of Matters to a Vote of Security Holders

On May 18, 2016, Macquarie Infrastructure Corporation (the “Company”) held its annual meeting of shareholders. A brief description follows of each matter voted upon at the annual meeting, including the number of votes cast for, against or withheld, as well as the number of abstentions and broker non-votes with respect to each matter. Of the total 80,257,564 common shares outstanding as of the record date of March 23, 2016 that were entitled to vote, 70,354,499 common shares were represented at the meeting, either in person or by proxy.

The matters voted upon and the results of the vote at the annual meeting of shareholders were as follows:

Proposal 1 – Election of Directors: The Company’s shareholders voted to elect the following individuals as directors to serve for a one-year term with the votes shown:

Nominee   Votes For          

Votes Against

        Abstain

Broker Non-Votes

                   
Norman H. Brown, Jr.   57,786,445   1,583,401 107,892   10,876,761
George W. Carmany, III 57,724,540 1,646,442 106,756 10,876,761
H.E. (Jack) Lentz 58,716,286 653,937 107,515 10,876,761
Ouma Sananikone 58,817,375 551,510 108,853 10,876,761
William H. Webb 57,768,973 1,602,502 106,263 10,876,761

Proposal 2 – Ratification of Selection of Independent Auditor The Company’s shareholders ratified the audit committee’s selection of KPMG LLP as the Company’s independent auditor for the fiscal year ending December 31, 2016 with the votes shown:  

Votes For   Votes Against   Abstentions

70,017,435

178,449 158,615

Proposal 3 – Advisory Resolution on Executive Compensation   The Company’s shareholders approved, on an advisory basis, executive compensation with the votes shown:

Votes For   Votes Against   Abstentions  

Broker Non-Votes

50,569,997 8,564,468 343,273 10,876,761

Proposal 4 – Approval of 2016 Omnibus Employee Incentive Plan   The Company’s shareholders approved the adoption of an equity incentive plan for employees with the votes shown:

Votes For   Votes Against   Abstentions   Broker Non-Votes
57,226,336 2,070,594 180,808 10,876,761

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.

Dated:  May 18, 2016

   

MACQUARIE INFRASTRUCTURE

CORPORATION

 

 

 

By:

 

/s/ James Hooke

 

 

 

Name: James Hooke

 

Title: Chief Executive Officer