UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
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CURRENT REPORT
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Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Date of Report (date of earliest event reported): May
14, 2019
TELOS CORPORATION
(Exact name of registrant as specified in its charter)
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Maryland
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001-08443
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52-0880974
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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19886 Ashburn Road, Ashburn, Virginia
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20147-2358
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(Address of principle executive offices)
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(Zip Code)
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(703) 724-3800
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(Registrant's telephone number, including area code)
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Not Applicable
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(Former name or former address, if changed since last report)
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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))
Securities registered pursuant to Section 12(b) of the Act: None
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).
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. ☐
Item 5.07 Submission of Matters to a Vote of Security Holders
On May 14, 2019, Telos Corporation (“Telos” or the “Company”) held the annual meeting of its
stockholders. Two proposals were submitted to the holders of the Company’s Class A Common Stock and Class B Common Stock for their approval, which are described in detail in the Company’s proxy statement for the 2019 Annual Meeting of Stockholders
as filed with the Securities and Exchange Commission. The final results of voting for each matter submitted to a vote of the stockholders at the meeting were as follows:
1. The holders of
the Company’s Class A and Class B Common Stock elected seven Class A/B directors to serve until the 2020 Annual Meeting of the stockholders or until their successors are elected and qualified. Each of the nominees received the
affirmative vote of a majority of the shares of the Company’s Class A and Class B Common Stock cast by stockholders present in person or represented by proxy at the annual meeting. The final results of voting regarding this proposal were as
follows:
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Name
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For
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Withheld
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John B. Wood
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35,393,088.50
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0
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Bernard C. Bailey
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35,393,088.50
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0
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David Borland
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35,393,088.50
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0
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Lt. Gen. (ret.) Bruce R. Harris
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35,393,088.50
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0
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Lt. Gen. (ret.) Charles C. Mahan, Jr.
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35,393,088.50
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0
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Maj. Gen. (ret.) John W. Maluda
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35,393,088.50
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0
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Robert J. Marino
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35,393,088.50
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0
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2. The holders of the Company’s Class A and Class B Common Stock voted to ratify the appointment of BDO USA, LLP as
the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2019. The ratification received the affirmative vote of a majority of the votes cast by the holders of the Company’s Class A and Class B Common
Stock present in person or represented by proxy at the annual meeting. The final results of voting regarding this proposal were as follows:
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For
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Against
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Abstain
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35,393,088.50
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0
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0
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SIGNATURES
Date: May 16, 2019
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TELOS CORPORATION
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By:
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/s/ Michele Nakazawa
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Michele Nakazawa
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Chief Financial Officer
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