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 1, 2015

 

 

COMMSCOPE HOLDING COMPANY, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware		001-36146		27-4332098
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

1100 CommScope Place, SE

Hickory, North Carolina 28602

(Address of principal executive offices)

Registrant’s telephone number, including area code: (828) 324-2200

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))

 

 

 

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Item 5.07.

Submission of Matters to a Vote of Security Holders.

CommScope Holding Company, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Meeting”) on May 1, 2015. The matters that were voted upon at the 2015 Annual Meeting, and the number of votes cast for, against or withheld, as well as the number of abstentions and broker non-votes as to each such matter, as applicable, are set forth below.

At the Meeting, the stockholders elected three Class II directors, each for a term expiring at the Company’s 2018 Annual Meeting of Stockholders, and ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2015. In addition, stockholders approved, on an advisory (non-binding) basis, the compensation of the Company’s named executive officers for 2014.

 

(1)

Election of Class II Directors:

 

Name of Director		Votes For				Votes Withheld				Broker Non-Votes
Campbell R. Dyer			160,289,740				8,854,497				7,758,768
Stephen C. Gray			161,344,205				7,800,032				7,758,768
L. William Krause			160,692,389				8,451,848				7,758,768

 

		Votes For				Votes Against				Abstentions				Broker Non-Votes
(2)    Advisory (non-binding) approval of the compensation of the Company’s named executive officers:			168,437,039				674,267				32,930				7,758.769

 

		Votes For				Votes Against				Abstentions
(3)    Ratification of Independent Registered Public Accounting Firm for 2015:			176,742,136				133,270				27,599

On May 1, 2015, the Company issued a press release announcing the results of the Meeting. A copy of the press release is filed as Exhibit 99.1 to this report and is incorporated herein by reference.

 

Item 9.01.

Financial Statements and Exhibits

 

(d)

EXHIBITS

 

99.1	Press Release of CommScope Holding Company, Inc. dated May 1, 2015.

 

2

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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 1, 2015

 

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EXHIBIT INDEX

 

Exhibit No.		Item
99.1		Press Release of CommScope Holding Company, Inc. dated May 1, 2015.

Exhibit 99.1

 

CommScope Stockholders Approve Proxy Proposals

HICKORY, NC, May 1, 2015—Stockholders of CommScope Holding Company, Inc., a global provider of connectivity and essential infrastructure solutions for wireless, business enterprise and residential broadband networks, approved three proxy proposals today at the company’s annual stockholders meeting in New York City.

CommScope stockholders re-elected Campbell R. Dyer, Stephen C. Gray and L. William Krause as Class II directors for terms ending in 2018 and ratified the appointment of Ernst & Young LLP as the company’s independent registered public accounting firm for the 2015 fiscal year. In addition, stockholders approved, on an advisory (non-binding) basis, the compensation of CommScope’s named executive officers.

About CommScope

CommScope (NASDAQ: COMM) helps companies around the world design, build and manage their wired and wireless networks. Our network infrastructure solutions help customers increase bandwidth; maximize existing capacity; improve network performance and availability; increase energy efficiency; and simplify technology migration. You will find our solutions in the largest buildings, venues and outdoor spaces; in data centers and buildings of all shapes, sizes and complexity; at wireless cell sites and in cable headends; and in airports, trains, and tunnels. Vital networks around the world run on CommScope solutions.

Investor Contacts:

Jennifer Crawford

+1 828-323-4970

Philip Armstrong

+1 828-323-4848

News Media Contact:

Joe Depa

+1 828-431-9803

Source: CommScope