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: March 17, 2016
Date of earliest event reported: March 16, 2016
___________

MAXIMUS, INC.
(Exact name of registrant as specified in its charter)

Virginia
(State or other jurisdiction
of incorporation)

1-12997
(Commission
File Number)
54‑1000588
(I.R.S. Employer
Identification No.)

1891 Metro Center Drive,
Reston, Virginia
(Address of principal executive offices)


20190-5207
(Zip Code)

Registrant’s telephone number, including area code: (703) 251-8500

Not Applicable
(Former name or former address, if changed since last report)

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:

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.

 
At our Annual Meeting of Shareholders held on March 16, 2016, 62,738,305 shares, or 96.67% of the Company’s outstanding common stock entitled to vote were represented in person or by proxy. Our shareholders voted as follows:
(a)
To elect Paul R. Lederer, Peter B. Pond and James R. Thompson, Jr. as Class I Directors of the Company for a three-year term.
Nominee
 
Total Votes For
 
Total Votes Against
 
Abstentions
Paul R. Lederer
 
58,936,229
 
       633,023
 
79,144
Peter B. Pond
 
56,962,448
    
    2,606,206
 
79,742
James R. Thompson, Jr.
 
58,899,108
 
       669,512
 
79,776

Russell A. Beliveau, John J. Haley, Richard A. Montoni, Raymond B. Ruddy, Marilyn R. Seymann and Wellington E. Webb continued their terms in office after the meeting.
(b)
To approve, on an advisory basis, the compensation of the named executive officers, as disclosed in the Compensation Discussion and Analysis, the compensation tables and any related material contained in the Company’s Proxy Statement (“Say-on-Pay”).
 
Total Votes For
 
57,143,071

 
 
Total Votes Against
 
2,360,304

 
 
Abstentions
 
145,021

 

(c)
To ratify the appointment of Ernst & Young LLP as our independent public accountants for our 2016 fiscal year.
 
Total Votes For
 
62,229,904
 
 
Total Votes Against
 
434,919
 
 
Abstentions
 
3,482
 
 






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.


 
 
 
MAXIMUS, Inc.
 
 
 
 
 
 
Date:    March 17, 2016
 
By:
/s/ David R. Francis
 
 
 
 
David R. Francis
 
 
 
 
General Counsel and Secretary