Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. OnMay 20, 2021 ,Invacare Corporation (the "Company") held its 2021 Annual Meeting of Shareholders (the "2021 Annual Meeting"), where the Company's shareholders approved Amendment No. 3 (the "Plan Amendment") to theInvacare Corporation 2018 Equity Compensation Plan (the "2018 Equity Plan"), which increased the number of Company common shares authorized and reserved for issuance under the 2018 Equity Plan by 2,500,000 shares. The material terms of the Plan Amendment and the 2018 Equity Plan are summarized in the Company's Definitive Proxy Statement on Schedule 14A, which was filed with theSecurities and Exchange Commission onApril 5, 2021 . The description of the Plan Amendment as contained herein is qualified in its entirety by reference to the full text of the Amendment, a copy of which is attached to this Current Report on Form 8-K as Exhibit 10.1 and is incorporated by reference into this Item 5.02. Item 5.07. Submission of Matters to a Vote of Security Holders. OnMay 20, 2021 , the Company held its 2021 Annual Meeting, at which the Company's shareholders acted on proposals to: (1) elect ten directors to a one-year term that will expire at the annual meeting of shareholders in 2022; (2) approve and adopt Amendment No. 3 to theInvacare Corporation 2018 Equity Compensation Plan; (3) ratify the appointment ofErnst & Young LLP as the Company's independent registered public accounting firm for the Company's 2021 fiscal year; and (4) approve, on an advisory basis, the compensation of the Company's named executive officers. Each of the following nominees was elected to the board of directors for a one-year term of office expiring at the annual meeting of shareholders in 2022 with respective votes as follows: Nominees For Withheld Broker Non-Votes Susan H. Alexander 27,812,338 222,372 4,304,723 Julie A. Beck 27,730,221 304,489 4,304,723 Petra Danielsohn-Weil, PhD 27,675,528 359,182 4,304,723 Stephanie L. Fehr 27,777,052 257,658 4,304,723 Diana S. Ferguson 27,253,284 781,426 4,304,723 Marc M. Gibeley 27,675,833 358,877 4,304,723 C. Martin Harris, M.D. 21,359,860 6,674,850 4,304,723 Matthew E. Monaghan 27,714,697 320,013 4,304,723 Clifford D. Nastas 27,750,243 284,467 4,304,723 Baiju R. Shah 22,894,300 5,140,410 4,304,723
The proposal to approve and adopt Amendment No. 3 to the
--------------------------------------------------------------------------------
Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description of Exhibit 10.1 Amendment No. 3 toInvacare Corporation 2018 Equity Compensation Plan. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
--------------------------------------------------------------------------------
© Edgar Online, source