COMPUTER TASK GROUP INC : Submission of Matters to a Vote of Security Holders, Regulation FD Disclosure, Financial Statements and Exhibits (form 8-K)

Item 5.07 Submission of Matters to a Vote of Security Holders.

On September 17, 2020, the Company held its annual meeting of shareholders ("Annual Meeting") via live webcast at which the Company's shareholders voted on four (4) proposals and cast their votes as described below. The proposals are described in detail in the Company's proxy statement dated August 13, 2020 which was filed with the Securities and Exchange Commission. The number of shares issued, outstanding and eligible to vote as of the record date of August 7, 2020 was 14,627,898.

Proposal 1: The Election of Directors:

Name of Director          For          Withhold Authority       Broker Non-Votes
James R. Helvey III     7,315,877                2,212,011              2,737,885
Owen J. Sullivan        7,189,896                2,337,992              2,737,885

Proposal 2: Non-Binding Approval, on an Advisory Basis of the Company's Compensation Plan for Named Executives:

   For       Against    Abstentions   Broker Non-Votes
7,472,061   2,021,026     34,801         2,737,885

Proposal 3: To ratify the appointment of Grant Thornton LLP as the Company's independent registered accounting firm for the 2020 fiscal year:

   For       Against   Abstentions   Broker Non-Votes
11,472,446   775,678     17,648             0

Proposal 4: To approve and ratify the Company's 2020 Equity Award Plan:

   For       Against    Abstentions   Broker Non-Votes
6,906,568   2,591,554     29,766         2,737,885


Item 7.01 Regulation FD.

On September 21, 2020, Computer Task Group, Incorporated (the "Company") published a press release announcing the results of the vote at its annual meeting of shareholders that was held via live webcast on September 17, 2020. The press release was posted to the Company's website and is furnished as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits:




99.1              Press release dated September 21, 2020.

Exhibit 104     Cover Page Interactive Data File - the cover page XBRL tags are
                embedded within the Inline XBRL document




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