extr-8k_20161118.htm

 

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): November 18, 2016

 

EXTREME NETWORKS, INC.

(Exact name of registrant as specified in its charter)

 

 

 

 

 

 

 

 

Delaware

 

000-25711

 

77-0430270

(State or other jurisdiction

of incorporation)

 

(Commission

File No.)

 

(I.R.S. Employer

Identification No.)

 

145 Rio Robles

San Jose, California 95134

(Address of principal executive offices)

Registrant's telephone number, including area code:

(408) 579-2800

 

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 under the Exchange Act (17 CFR 240.14a-12)

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 Holders.

(a) On November 18, 2016, Extreme Networks, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”).  There were 106,776,097 shares entitled to be voted and 96,419,900 shares were voted in person or by proxy at the Annual Meeting.

 

(b) The following proposals were considered and voted on by the stockholders at the Annual Meeting and the results below were certified by the Inspector of Elections:

 

Proposal 1 - The following seven director nominees were elected for a one-year term:

 

 

 

 

 

 

 

For

Withheld

Broker Non-Votes

Edward B. Meyercord

79,768,122

433,997

16,217,781

John H. Kispert

79,398,663

803,456

16,217,781

Charles P. Carinalli

78,558,454

1,643,665

16,217,781

Kathleen M. Holmgren

79,771,051

431,068

16,217,781

Raj Khanna

79,766,974

435,145

16,217,781

Edward H. Kennedy

78,820,237

1,381,882

16,217,781

John C. Shoemaker

78,785,027

1,417,092

16,217,781

 

Proposal 2 - A non-binding advisory resolution regarding executive compensation was approved:

 

 

 

 

 

 

 

 

For

Against

Abstain

Broker Non-Votes

Votes

75,348,777

4,704,481

148,861

16,217,781

 

Proposal 3 - The appointment of KPMG LLP, independent registered public accounting firm, as independent auditors for Extreme Networks, Inc. for the fiscal year ending June 30, 2017 was ratified:

 

 

 

 

 

 

 

For

Against

Abstain

Votes

95,931,847

387,432

100,621

 

 

Proposal 4 - Amendment No. 4 to the Company’s Amended and Restated Rights Agreement, dated as of April 26, 2012, as amended, to extend the Agreement until May 31, 2017 was ratified:

 

 

 

 

 

 

 

 

For

Against

Abstain

Broker Non-Votes

Votes

75,151,942

4,933,301

116,876

16,217,781

 

Proposal 5 - The Amendment and Restatement of the Extreme Networks, Inc. 2013 Equity Incentive Plan was approved:

 

 

 

 

 

 

 

 

For

Against

Abstain

Broker Non-Votes

Votes

71,406,508

8,669,374

126,237

16,217,781

 

 

 

 

 


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.

Date: November 21, 2016

 

 

EXTREME NETWORKS, INC.

 

 

 

 

 

 

By:

/s/ KATAYOUN MOTIEY

 

 

 

Katayoun Motiey

 

 

 

Executive Vice President, Chief Administrative Officer – HR, Legal and Corp Secretary