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): August 2, 2012
Booz Allen Hamilton Holding Corporation
(Exact name of registrant as specified in its charter)
| Delaware | 001-34972 | 26-2634160 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) | ||
| 8283 Greensboro Drive, McLean, Virginia |
22102 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (703) 902-5000
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)) |
Item 5.07. Submission of Matters to a Vote of Security Holders.
(a) The annual meeting of stockholders of Booz Allen Hamilton Holding Corporation (the “Company”) was held on August 2, 2012.
(b) The stockholders elected all of the Company’s nominees for director and ratified the appointment of Ernst & Young LLP as the Company’s independent registered accounting firm for the Company’s fiscal year 2013. The stockholders voted on these matters as follows:
Proposal 1: Election of Directors
| Nominees |
Votes For | Votes Withheld | Broker Non-Votes | |||||||||
| Ian Fujiyama |
114,971,506 | 11,312,627 | 6,246,992 | |||||||||
| Mark Gaumond |
125,897,051 | 387,082 | 6,246,992 | |||||||||
| Samuel R. Strickland |
111,942,502 | 14,341,631 | 6,246,992 | |||||||||
| Proposal 2: | The ratification of the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year 2013. |
| For |
132,511,258 | |||
| Against |
16,178 | |||
| Abstain |
3,689 |
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: August 7, 2012 | BOOZ ALLEN HAMILTON HOLDING CORPORATION | |||||
| By: | /s/ Robert S. Osborne | |||||
|
| ||||||
| Robert S. Osborne | ||||||
| Executive Vice President and General Counsel | ||||||