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): May 17, 2016
 
 
U.S. PHYSICAL THERAPY, INC.
(Exact name of registrant as specified in its charter)
 
 
 
         
Nevada
 
1-11151
 
76-0364866
(State or other jurisdiction
of incorporation or organization)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)
 
     
1300 West Sam Houston Parkway South,
Suite 300, Houston, Texas
 
77042
(Address of Principal Executive Offices)
 
(Zip Code)
Registrant's telephone number, including area code: (713) 297-7000
 
 
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 ( see General Instruction A.2. below):
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b))
 
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 Holdders.
 
The Annual Meeting of Stockholders (the "Annual Meeting") of U.S. Physical Therapy, Inc. (the "Company") was held on May 17, 2016. At the Annual Meeting, the Company's stockholders approved the four proposals, one of which is non-binding, which are described in detail in the company's definitive proxy statement dated April 7, 2016 ("Definitive Proxy"). Absentions and broker non-votes were counted for purposes of determining whether a quorom was present.
 
 
The resulats are as follows:

Proposal 1 - Election of ten directors to serve until the next annual meeting of stockholders.
 
     
Votes
Broker
Nominees
  
Votes For
Withheld
Non-Votes
Jerald L. Pullins
  
  11,039,124
         90,628
       436,710
Christopher J. Reading
  
  11,037,126
         92,626
       436,710
Lawrance W. McAfee
  
    9,729,506
    1,400,246
       436,710
Mark J. Brookner
  
  10,850,105
       279,647
       436,710
Harry S. Chapman
  
  11,073,442
         56,310
       436,710
Bernard A. Harris, Jr.
  
  11,019,291
       110,461
       436,710
Marlin W. Johnston
  
  10,849,585
       280,167
       436,710
Edward L. Kuntz
  
  11,073,416
         56,336
       436,710
Regg E. Swanson
  
  11,042,534
         87,218
       436,710
Clayton K. Trier
  
  11,041,306
         88,446
       436,710
   
    
  
    
 
    Proposal 2 - Advisory vote to approve named executive officer compensation.
 
 
Votes
Votes
Broker
Votes For
Against
Abstaining
Non-Votes
  10,795,859
       327,853
           6,040
       436,710
 
    Proposal 3 - Approval of the Amendment to the Amended and Restated 2003 Stock Incentive plan.
 
 
Votes
Votes
Broker
Votes For
Against
Abstaining
Non-Votes
  10,184,950
       937,862
           6,940
       436,710
 
 
    Proposal 4 - Ratification of the appointment of Grant Thornton LLP as our independent registered public accounting firm for the year ending December 31, 2016.
 
 
Votes
Votes
Votes For
Against
Abstaining
  11,281,554
       282,063
           2,845
 
With respect to proposal 1, broker non-votes were not treated as a vote for or against any particular nominee and did not affect the outcome of the election of directors. With Proposal 2 and Proposal 3, broker non-votes did not have any effect on the outcome of the vote.
 
   
 
 
 
SIGNATURE
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.
 
             
 
 
  
 
U.S. PHYSICAL THERAPY, INC.
       
Dated: May 17, 2016
 
  
 
By:
 
/s/ LAWRANCE W. MCAFEE
 
 
  
 
  
 
Lawrance W. McAfee
 
 
  
 
  
 
Chief Financial Officer
 
 
  
 
  
 
(duly authorized officer and principal financial
           and accounting officer)