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 21, 2012

 

 

CONMED CORPORATION

(Exact name of registrant as specified in its charter)

 

 

New York 0-16093 16-0977505
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)

 

 

 

525 French Road

Utica, New York 13502

(Address of principal executive offices, including zip code)

 

 

 

(315) 797-8375

(Registrant's telephone number, including area code)

 

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions (See General Instruction A.2 below):

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o 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.

 

The annual meeting of shareholders of CONMED Corporation was held on May 21, 2012 (the “Annual Meeting”). Holders of Common Stock were entitled to elect seven directors. On all matters which came before the Annual Meeting, holders of Common Stock were entitled to one vote for each share held. Proxies for 24,973,297 of the 28,199,293 shares of Common Stock entitled to vote were received in connection with the Annual Meeting.

 

The following table sets forth the names of the seven persons elected at the Annual Meeting to serve as directors until the first annual meeting of shareholders following the end of the Company’s fiscal year ending December 31, 2012 and the number of votes cast for, against or withheld with respect to each person.

 

Election of Directors

 

Director Votes Received Votes Withheld Broker Non-Votes
       
Eugene R. Corasanti 22,888,298 837,444 1,247,555
Joseph J. Corasanti 23,546,023 179,719 1,247,555
Bruce F. Daniels 23,024,915 700,827 1,247,555
Jo Ann Golden 23,631,477  94,265 1,247,555
Stephen M. Mandia 23,202,528 523,214 1,247,555
Stuart J. Schwartz 23,025,667 700,075 1,247,555
Mark E. Tryniski 23,632,466  93,276 1,247,555

 

 

Management Proposals

 

 

For

 

Against

 

Abstain

 Broker
Non-Votes

Ratification of the appointment of PricewaterhouseCoopers LLP as independent accountants for the Company for the fiscal year ending December 31, 2012

 24,753,501 203,621 16,175 -
         
Approve advisory vote on executive compensation 22,687,108 524,014 514,620

1,247,555
         
Approval of the CONMED Corporation Executive Bonus Plan 22,839,098 570,539 316,105

1,247,555
         
Approval of the Amended and Restated Long-Term Incentive Plan 22,126,756 1,281,678 317,308 1,247,555

 

 
 

 

Item 8.01 Other Events

 

On May 22, 2012, CONMED Corporation announced it will be paying a quarterly cash dividend of $0.15 per share on July 6, 2012 to all shareholders of record as of June 15, 2012. 

 

 

 

 

 
 

Signature

 

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.

 

  CONMED CORPORATION
             (Registrant)
     
     
  By: /s/Robert D. Shallish, Jr.
         Robert D. Shallish, Jr.
         Vice President-Finance and
         Chief Financial Officer

 

Date: May 23, 2012