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 (Date of earliest event reported): May 08, 2025

 

 

 

Pediatrix Medical Group, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Florida			001-12111	26-3667538
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
1301 Concord Terrace
Sunrise, Florida				33323
(Address of Principal Executive Offices)				(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 954 384-0175

 

(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:

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $.01 per share		MD		The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

Item 5.07 Submission of Matters to a Vote of Security Holders.

On May 8, 2025, Pediatrix Medical Group, Inc., a Florida corporation (the "Company"), held its 2025 Annual Shareholders’ Meeting (the “Annual Meeting”). Of the 85,816,882 shares of common stock outstanding and entitled to vote, 77,889,786 shares were represented, constituting a quorum. The final results for each of the matters submitted to a vote of the Company’s shareholders at the Annual Meeting are as follows:

Proposal 1: All of the nominees for the Company’s Board of Directors were elected to serve until the Company’s 2026 Annual Shareholders’ Meeting or until their respective successors are elected and qualified, by the votes set forth in the table below:

 

Name		For				Against				Abstained				Broker Non-Vote
Laura A. Linynsky			71,259,661				1,114,612				25,374				5,490,139
Thomas A. McEachin			70,566,218				1,788,114				45,315				5,490,139
Mark S. Ordan			70,331,956				2,042,243				25,448				5,490,139
Michael A. Rucker			70,460,020				1,913,961				25,666				5,490,139
Guy P. Sansone			70,669,915				1,704,230				25,502				5,490,139
John M. Starcher, Jr.			71,266,312				1,107,669				25,666				5,490,139
Shirley A. Weis			70,288,827				2,065,804				45,016				5,490,139
Sylvia J. Young			71,259,355				1,114,649				25,643				5,490,139

 

Proposal 2: The appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the 2025 fiscal year was ratified by the Company’s shareholders, by the votes set forth in the table below:

 

For				Against				Abstained				Broker Non-Vote
	76,532,705				1,335,452				21,629				0

 

Proposal 3: The Company’s shareholders approved, on a non-binding, advisory basis, the compensation of the Company’s named executive officers for the 2024 fiscal year, by the votes set forth in the table below:

 

For				Against				Abstained				Broker Non-Vote
	67,114,528				4,951,665				333,454				5,490,139

 

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.

			Pediatrix Medical Group, Inc.
Date:	May 8, 2025	By:	/s/ Kasandra H. Rossi
			Kasandra H. Rossi Chief Financial Officer