Delaware
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1-13998
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76-0479645
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification No.)
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o
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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o
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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o
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Pre-commencement communications pursuant to Rule 14d-2(b) under The Exchange Act (17 CFR 240.14d-2(b))
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o
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Pre-commencement communications pursuant to Rule 13e-4(c) under The Exchange Act (17 CFR 240.13e-4(c))
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(i)
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To elect the persons named below as Class II directors for a term expiring at the annual meeting of stockholders in 2015 or until their respective successors have been duly elected and qualified:
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Director
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For
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Withheld
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Broker Non-Votes
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Paul J. Sarvadi
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20,980,410
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1,232,492
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1,564,379
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Austin P. Young
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20,873,222
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1,339,680
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1,564,379
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(ii)
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To approve the Insperity, Inc. 2012 Incentive Plan:
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For
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Against
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Abstain
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Broker Non-Votes
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16,873,734
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5,333,251
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5,917
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1,564,379
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(iii)
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Advisory vote to approve the Company’s executive compensation:
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For
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Against
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Abstain
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Broker Non-Votes
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18,115,192
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4,088,032
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9,678
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1,564,379
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(iv)
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To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2012:
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For
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Against
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Abstain
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Broker Non-Votes
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22,660,788
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1,109,234
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7,259
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N/A
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INSPERITY, INC.
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By:
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/s/ Daniel D. Herink | |
Daniel D. Herink
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Senior Vice President of Legal, General Counsel and Secretary
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