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 12, 2017

 

 

EVERCORE PARTNERS INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware		001-32975		20-4748747
(State or other jurisdiction of incorporation)		(Commission File No.)		(IRS Employer Identification No.)

55 East 52nd Street

New York, New York 10055

(Address of principal executive offices)

(212) 857-3100

(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 (see General Instruction A.2. below):

 

☐	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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 under the Securities Act (17 CFR 230.405) or Rule 12b-2 under the Exchange Act (17 CFR 240.12b-2).

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.   ☐

 

 

 

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Item 5.07

Submission of Matters to a Vote of Security Holders.

 

(a)

Evercore Partners Inc. (“Evercore”) held its annual meeting of stockholders on June 12, 2017.

 

(b)

Stockholders voted on the matters set forth below.

1. The nominees for election to the Board of Directors were elected to serve as directors until the next Annual Meeting or until their successors are duly elected and qualified, based upon the following final tabulation of votes:

 

Roger C. Altman		For			38,206,131
		Withheld			1,562,604
		Broker non-votes			2,658,739
Richard I. Beattie		For			38,222,617
		Withheld			1,546,118
		Broker non-votes			2,658,739
Gail B. Harris		For			39,107,023
		Withheld			661,712
		Broker non-votes			2,658,739
Robert B. Millard		For			39,115,196
		Withheld			653,539
		Broker non-votes			2,658,739
Willard J. Overlock, Jr.		For			39,219,044
		Withheld			549,691
		Broker non-votes			2,658,739
Sir Simon M. Robertson		For			39,661,892
		Withheld			106,843
		Broker non-votes			2,658,739
Ralph L. Schlosstein		For			39,103,088
		Withheld			665,647
		Broker non-votes			2,658,739
John S. Weinberg		For			38,996,671
		Withheld			772,064
		Broker non-votes			2,658,739
William J. Wheeler		For			39,225,015
		Withheld			543,720
		Broker non-votes			2,658,739

2. The non-binding, advisory vote on executive compensation (“say-on-pay”) was approved based upon the following final tabulation of votes:

 

For			21,387,230
Against			18,338,460
Abstain			43,045
Broker non-votes			2,658,739

3. The non-binding, advisory vote on the frequency of future say-on-pay votes received the following votes:

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One Year			32,254,422
Two Years			12,066
Three Years			7,470,200
Abstain			32,047
Broker non-votes			2,658,739

4. The appointment of Deloitte & Touche LLP as Evercore’s independent registered public accounting firm for 2017 was ratified, based upon the following final tabulation of votes:

 

For			41,938,168
Against			454,852
Abstain			34,454
Broker non-votes			N/A

(c) Not applicable.

(d) Evercore’s Board of Directors considered the results of the vote on the frequency of future say-on-pay votes, and determined that Evercore will hold a say-on-pay vote on an annual basis. The Board will reevaluate this determination after the next non-binding advisory vote on the frequency of future say-on-pay votes.

 

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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: June 13, 2017