UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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Emerging growth company |
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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 ☐
Item 5.07.Submission of Matters to a Vote of Security Holders
The Annual Meeting of Shareholders of CACI International Inc (the “Company”), for which proxies were solicited pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended, was held on November 11, 2021.
The results detailed below represent the final voting results:
Proposal 1
The following eleven nominees were elected to the Board of Directors of the Company:
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Director Name |
For |
Against |
Abstain |
Broker Non-Votes
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Michael A. Daniels |
19,674,271 |
261,451 |
12,111 |
1,545,496 |
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Lisa S. Disbrow |
19,919,759 |
18,343 |
9,731 |
1,545,496 |
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Susan M. Gordon |
19,826,624 |
111,784 |
9,425 |
1,545,496 |
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William L. Jews |
19,540,757 |
395,524 |
11,552 |
1,545,496 |
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Gregory G. Johnson |
19,608,650 |
328,319 |
10,864 |
1,545,496 |
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Ryan D. McCarthy |
19,921,012 |
15,476 |
11,345 |
1,545,496 |
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John S. Mengucci |
19,720,321 |
98,761 |
128,751 |
1,545,496 |
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Philip O. Nolan |
19,913,363 |
22,534 |
11,936 |
1,545,496 |
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James L. Pavitt |
19,465,960 |
471,087 |
10,786 |
1,545,496 |
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Debora A. Plunkett |
19,821,657 |
114,245 |
11,931 |
1,545,496 |
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William S. Wallace |
19,642,813 |
294,025 |
10,995 |
1,545,496 |
Proposal 2
Shareholders approved, on an advisory basis, the compensation paid to the Company’s named executive officers, as disclosed pursuant to Item 402 of Regulation S-K and contained in the 2021 Proxy Statement, including the Compensation Discussion and Analysis, compensation tables and narrative discussion:
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For |
Against |
Abstain |
Broker Non-Votes |
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19,330,997 |
584,506 |
32,330 |
1,545,496 |
Proposal 3
Shareholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal year 2022:
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For |
Against |
Abstain |
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20,821,931 |
654,654 |
16,744 |
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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 thereunto duly authorized.
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CACI International Inc |
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Date: November 17, 2021 |
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By: |
/s/ J. William Koegel, Jr. |
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J. William Koegel, Jr. |
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Executive Vice President, General Counsel and Secretary
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