f8k_100311.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): October 4, 2011
 
TEAM, Inc.
(Exact Name of Registrant as Specified in Charter)
 
         
Texas
  
001-08604
  
74-1765729
(State or Other Jurisdiction
of Incorporation)
  
(Commission
File Number)
  
(IRS Employer
Identification No.)
 
200 Hermann Drive
Alvin, Texas 77511
(Address of Principal Executive Offices and Zip Code)
 
Registrant’s telephone number, including area code: (281) 331-6154
 
Not Applicable
(Former name or former address, if changed since last report)
 
Check the appropriate line 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.

The final results of voting on each of the matters submitted to a vote of the stockholders during Team, Inc.’s (the “Company”) Annual Meeting of Stockholders held on September 29, 2011 (the “Annual Meeting”) are set forth below.
 
1.  
Election of Directors.
 
NOMINEE
  
FOR
  
WITHHELD
  
BROKER NON-VOTES
  
Philip J. Hawk
Louis A. Waters
 
15,882,526
15,227,267
  
272,207
927,466
  
1,739,362
1,739,362
  
 
2.  
Ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the year ended May 31, 2012

FOR
  
AGAINST
  
ABSTAIN
  
BROKER NON-VOTES
  
17,797,658
  
81,720
  
14,717
  
---
  

3.  
To adopt an advisory, nonbinding resolution approving the compensation of our named executive officers.

FOR
  
AGAINST
   ABSTAIN   BROKER NON-VOTES  
15,018,899
  
560,048
  
575,786
   1,739,362  

4.  
To select, on an advisory, nonbinding basis, the frequency of the stockholder vote on the compensation of our named executive officers.
 
1 Year
2 Years
3 Years
VOTES
ABSTAINED
BROKER NON-
VOTES
13,744,272
39,935
1,798,062
572,464
1,739,362

5.  
To approve the amendments to our Texas articles of incorporation to eliminate supermajority voting requirements.
 
FOR
  
AGAINST
  
ABSTAIN
  
BROKER NON-VOTES 
  
17,396,280
  
491,918
  
5,897
  
---
  

6.  
To approve the reincorporation of the Company in Delaware.
 
FOR
  
AGAINST
  
ABSTAIN
  
BROKER NON-VOTES
  
15,645,520
  
506,036
  
3,177
  
1,739,362
  

7.  
To approve an increase in the number of authorized shares under the Team, Inc. 2006 Stock Incentive Plan, as amended.
 
FOR
  
AGAINST
  
ABSTAIN
  
BROKER NON-VOTES
  
13,502,735
  
2,088,161
  
563,837
  
1,739,362
  
 
 
 
 
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.
 
TEAM, INC.
 
   
   
 
By: /s/ André C. Bouchard
 
André C. Bouchard
 
Senior Vice President – Administration, General Counsel and Secretary
 
Dated: October 4, 2011