Mac-Gray releases election results; incumbent and dissident elected

By Lisa Kerner

Charlotte, N.C., May 15 - Mac-Gray Corp. said preliminary results show that shareholders re-elected incumbent director Christopher T. Jenny and elected dissident nominee Bruce C. Ginsberg at the company's annual meeting on May 8.

According to Mac-Gray, the "for" votes cast with respect to the election of directors are as follows:

• Jenny with 7,294,268;

• Ginsberg with 5,951,044;

• Stewart G. MacDonald Jr. with 5,898,887; and

• Scott W. Clark with 4,519,789.

Mac-Gray said shareholders approved the 2009 Mac-Gray stock option and incentive plan and the non-binding proposal to implement a majority voting standard for uncontested director elections.

The non-binding proposal to declassify Mac-Gray's board of directors was defeated according to the preliminary results, the company said.

"While it was unfortunate that Fairview [Capital Investment Management, LLC] rejected the compromise proposed by the company four days before the annual meeting, which included a board seat for Mr. Clark, we welcome Bruce Ginsberg to Mac-Gray's board and look forward to working with him," Thomas E. Bullock, chair of the governance and nominating committee, said in a news release.

Fairview and Darlington Partners, LP filed a formal protest regarding conduct by Mac-Gray and MacDonald, its chairman, at the annual meeting.

As previously reported, the shareholders demanded that the proxies for 964,950 shares delivered after the purported closing of the polls be included in the final vote count.

According to Fairview, MacDonald, who was not re-elected, prematurely closed the polls before all stockholder votes could be cast, leaving proxies representing 7.1% of Mac-Gray's outstanding shares uncounted.

Bullock said no objection was received from the stockholder whose votes were late.

The votes would not have changed the election of Jenny or Ginsberg but would have changed the outcome of the declassification proposal, Bullock said.

IVS Associates is expected to provide certified voting results early in the week beginning May 18, Mac-Gray said.

Mac-Gray is a Waltham, Mass.-based laundry facilities management contractor.

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