20150806 - CA, Inc. 8-K - Annual Meeting


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: August 5, 2015
(Date of earliest event reported)

CA, Inc.
(Exact name of registrant as specified in charter)

Delaware
(State or other jurisdiction of incorporation)

1-9247
(Commission File Number)
 
13-2857434
(IRS Employer Identification No.)
 
 
 
520 Madison Avenue
New York, New York
(Address of principal executive offices)
 

10022
(Zip Code)

(800) 225-5224
(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))




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

(a) The annual meeting of stockholders of CA, Inc. (the “Company”) was held on August 5, 2015.

(b) The final voting results on the proposals presented at the meeting are set forth below.

1. Proposal 1 – Election of Directors:
 
Shares For
Shares Against
Abstentions
Broker Non-Votes
Jens Alder
378,441,371
1,718,819
2,360,954
20,154,119
Raymond J. Bromark
378,460,432
1,677,407
2,383,305
20,154,119
Gary J. Fernandes
365,309,387
14,828,784
2,382,973
20,154,119
Michael P. Gregoire
379,660,874
505,956
2,354,314
20,154,119
Rohit Kapoor
374,214,452
5,938,987
2,367,705
20,154,119
Jeffrey G. Katz
378,571,157
1,533,259
2,416,728
20,154,119
Kay Koplovitz
360,233,840
19,883,882
2,403,422
20,154,119
Christopher B. Lofgren
354,186,594
25,953,923
2,380,627
20,154,119
Richard Sulpizio
360,491,920
19,631,069
2,398,155
20,154,119
Laura S. Unger
365,309,639
14,855,370
2,356,135
20,154,119
Arthur F. Weinbach
379,413,282
691,240
2,416,622
20,154,119
Renato (Ron) Zambonini
374,348,867
5,757,625
2,414,652
20,154,119

2. Proposal 2 – Ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending March 31, 2016:
 
Shares For
Shares Against
Abstentions
Broker Non-Votes
Proposal 2
398,751,651
1,520,894
2,402,718
0

3. Proposal 3 – Approval, by non-binding vote, of the compensation of the Company’s Named Executive Officers:
 
Shares For
Shares Against
Abstentions
Broker Non-Votes
Proposal 3
358,053,353
21,619,056
2,848,735
20,154,119





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.

 
 
CA, Inc.
 
 
 
 
Date:
August 6, 2015
By:
/s/ Michael C. Bisignano
 
 
 
Michael C. Bisignano
 
 
 
Executive Vice President, General Counsel and Corporate Secretary