2015 Annual Meeting of Stockholders


    
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): May 4, 2015


CYRUSONE INC.
(Exact Name of Registrant as Specified in its Charter)


Maryland
001‑35789
46-0691837
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification Number)

1649 West Frankford Road
Carrollton, TX 75007
(Address of Principal Executive Office) (Zip Code)



Registrant’s Telephone Number, Including Area Code: (972) 350-0060



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.

On May 4, 2015, CyrusOne Inc., a Maryland corporation (the “Company”), held its 2015 Annual Meeting of Stockholders (the “Annual Meeting”). A total of 39,062,638 shares of the Company’s common stock were entitled to vote as of the close of business on March 5, 2015, the record date for the Annual Meeting. There were 33,977,990 shares of common stock present in person or by proxy at the Annual Meeting, at which stockholders were asked to consider and vote on four proposals. Set forth below are the matters acted upon by the stockholders of the Company at the Annual Meeting, and the final voting results of each proposal.
 
Proposal 1: The stockholders elected each of the seven director nominees to the Board of Directors of the Company to serve until the 2016 Annual Meeting of Stockholders and until his or her successor has been duly elected and qualifies, as follows:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Votes
 
Broker
 
 
Votes For
 
Withheld
 
Non-Votes
Alex Shumate
 
31,008,095
 
 
73,830
 
 
2,896,065
 
Gary J. Wojtaszek
 
31,053,823
 
 
28,102
 
 
2,896,065
 
William E. Sullivan
 
30,997,195
 
 
84,730
 
 
2,896,065
 
T. Tod Nielsen
 
30,961,315
 
 
120,610
 
 
2,896,065
 
David H. Ferdman
 
31,005,271
 
 
76,654
 
 
2,896,065
 
Lynn A. Wentworth
 
31,006,612
 
 
75,313
 
 
2,896,065
 
John W. Gamble, Jr.
 
30,995,463
 
 
86,462
 
 
2,896,065
 

Proposal 2: The stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers (“Say-on-Pay”), as follows:
 
 
 
 
 
 
 
 
 
Votes For
 
Votes Against
Abstentions
Broker Non-Votes
30,643,795
 
355,692
 
82,438
 
2,896,065
 
Proposal 3: The stockholders approved, on an advisory basis, holding future Say-on-Pay votes annually, as follows:
 
 
 
 
 
 
 
 
 
 
 
1-Year
 
2-Years
3-Years
Abstentions
 
Broker Non-Votes
28,347,332
 
106,136
 
2,546,618
 
81,839
 
2,896,065
 
Based on these results, the Board of Directors of the Company has determined that the Company will hold a Say-on-Pay vote every year.

Proposal 4: The stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2015, as follows:
 
 
 
 
 
 
 
 
 
Votes For
 
Votes Against
Abstentions
Broker Non-Votes
33,921,855
 
42,683
 
13,452
 
N/A





    
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.
CYRUSONE INC.
    
By: /s/ Thomas W. Bosse                                    
Thomas W. Bosse
Vice President, General Counsel and Secretary

Date: May 7, 2015