UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.07.Submission of Matters to a Vote of Security Holders.
On June 20, 2023, Grand Canyon Education, Inc. (the “Company”) held its 2023 Annual Meeting of Stockholders (the “Annual Meeting”). The total number of shares of the Company’s common stock, par value of $0.01 per share, voted in person or by proxy at the Annual Meeting was 28,411,761, representing approximately 92.4% of the 30,750,457 shares that were outstanding and entitled to vote as of the record date. The following matters, which were described in the Company’s definitive Proxy Statement filed with the Securities and Exchange Commission on April 26, 2023, were voted upon at the Annual Meeting, and the number of votes cast for and against, as well as abstentions and broker non-votes, if applicable, with respect to each such matter is set forth below.
| 1) | The stockholders elected the nominees listed below as Directors of the Company, each to serve until the Company’s 2024 Annual Meeting of Stockholders or until his or her respective successor is elected and qualified or until his or her earlier resignation or removal. |
Director |
| For |
| Against |
| Abstain |
| Broker Non Votes |
|
Brian E. Mueller | 26,725,810 | 882,331 | 12,663 | 790,957 | |||||
Sara R. Dial | 26,758,749 | 850,168 | 11,887 | 790,957 | |||||
Jack A. Henry | 26,003,776 | 1,605,028 | 12,000 | 790,957 | |||||
Lisa Graham Keegan | 26,784,913 | 823,902 | 11,989 | 790,957 | |||||
Chevy Humphrey | 26,699,767 | 908,937 | 12,100 | 790,957 | |||||
David M. Adame | 26,850,494 | 757,873 | 12,437 | 790,957 |
| 2) | The stockholders approved, on an advisory basis, the compensation of our named executive officers. |
| For |
| Against |
| Abstain |
| Broker Non Votes |
| |
Compensation of Officers | 26,613,475 | 994,646 | 12,683 | 790,957 |
| 3) | The stockholders approved, on an advisory basis, the frequency of future advisory votes on executive compensation. |
Every Year | Every 2 Years | Every 3 Years | Abstain | Broker Non Votes | |||||
Frequency of Advisory Votes | 26,546,352 | 218,487 | 843,317 | 11,648 | 790,957 |
| 4) |
| 4) | The stockholders ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. |
| For |
| Against |
| Abstain |
|
| ||
Ratification of KPMG LLP | 27,881,070 | 518,184 | 12,507 |
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, thereunto duly authorized.
GRAND CANYON EDUCATION, INC. | |||
Date: | June 22, 2023 | By: | /s/ Daniel E. Bachus |
Daniel E. Bachus | |||
Chief Financial Officer | |||
(Principal Financial Officer) | |||