8-K
false000107827100010782712024-11-142024-11-14

 

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 14, 2024

 

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.)

2121 RDU Center Drive, Suite 300

Morrisville, North Carolina 27560

(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:

 

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))

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

 

EXTR

 

NASDAQ Global Select Market

 

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.

 

(a) On November 14, 2024, Extreme Networks, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”). There were 132,046,287 shares entitled to be voted and 116,520,903 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

Ingrid J. Burton

 

 

97,858,555

 

 

 

5,912,234

 

 

 

12,750,114

 

Charles P. Carinalli

89,281,830

14,488,959

12,750,114

Kathleen M. Holmgren

96,072,033

7,698,756

12,750,114

Edward H. Kennedy

 

 

98,457,331

 

 

 

5,313,458

 

 

 

12,750,114

 

Rajendra Khanna

102,236,490

1,534,299

12,750,114

Edward B. Meyercord

101,469,379

2,301,410

12,750,114

John C. Shoemaker

83,771,943

19,998,846

12,750,114

 

Proposal 2 – The compensation of the Company’s named executive officers was approved, on an advisory basis:

For

Against

Abstain

Broker Non-Votes

Votes

94,883,858

8,414,346

472,585

12,750,114

Proposal 3 – The appointment of Grant Thornton LLP as independent auditors for the Company for the fiscal year ending June 30, 2025 was ratified:

For

Against

Abstain

Broker Non-Votes

Votes

115,750,714

261,114

509,075

0

 

Proposal 4 – The Amendment and Restatement of the Company’s Amended and Restated 2013 Equity Incentive Plan to, among other things, add 2,300,000 shares of our common stock to those reserved for issuance under the plan was approved:

For

Against

Abstain

Broker Non-Votes

Votes

93,955,903

9,345,120

469,766

12,750,114

 

 

Item 9.01

Financial Statements and Exhibits.

 

(d) Exhibits.

Exhibit No.

 

Description

           104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 


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 15, 2024

EXTREME NETWORKS, INC.

 

By:

 

/s/ Katayoun ("Katy") Motiey

 

Katayoun ("Katy") Motiey

 

Chief Legal, Administrative and Sustainability Officer