8-K


 

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)

October 7, 2015

 

BAZAARVOICE, INC.
(Exact name of registrant as specified in its charter)
 

Delaware
 
001-35433
 
20-2908277
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(IRS Employer
Identification No.)

3900 N. Capital of Texas Highway, Suite 300
Austin, Texas 78746-3211
(Address of principal executive offices, including zip code)

(512) 551-6000
(Registrant’s telephone number, including area code)

(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 (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.
The annual meeting of the stockholders of Bazaarvoice, Inc. (the “Company” or “Bazaarvoice”) was held on October 7, 2015 at the offices of DLA Piper LLP in Austin, Texas (the “Annual Meeting”). At the Annual Meeting, Bazaarvoice stockholders voted on three proposals, each of which is described in more detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on August 27, 2015. Present at the Annual Meeting in person or by proxy were holders of shares representing 72,417,027 votes of Common Stock representing 89.92% of the eligible votes, constituting a quorum.
The stockholders of the Company voted on the following items at the Annual Meeting:
 
 
1.
To elect two Class I directors;
 
 
 
 
2.
To ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent public accountants for the fiscal year ending April 30, 2016; and.
 
 
 
 
3.
To vote on an advisory basis to approve the compensation of the Company’s named executive officers.

Votes regarding the election of directors were as follows:

Nominee
 
For
 
Withheld
 
Broker Non-Vote
Jeffrey S. Hawn
 
56,297,105

 
193,940

 
15,925,982

Jared Kopf
 
56,415,300

 
75,745

 
15,925,982


Based on the votes set forth above, the director nominees were duly elected.

Stockholders ratified the selection of PricewaterhouseCoopers LLP as the Company’s independent public accountants for the fiscal year ending April 30, 2016. The voting results were as follows:

For
 
Against
 
Abstain
72,043,741
 
9,051
 
364,235

Stockholders approved, on an advisory basis, the compensation paid to the Company’s named executive officers. The voting results were as follows:
 
For
 
Against
 
Abstain
 
Broker Non-Vote
45,129,376
 
11,263,240
 
98,429
 
15,925,982

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.
 





 
 
 
 
 
BAZAARVOICE, INC.
 
 
By:
 
/s/ Kin Gill
 
 
Kin Gill
Chief Legal Officer, General Counsel and Secretary
Date: October 7, 2015