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 17, 2011
DDi Corp.
(Exact name of registrant as specified in its charter)
| Delaware | 000-30241 | 06-1576013 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| 1220 N. Simon Circle Anaheim, California |
92806 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (714) 688-7200
Not Applicable
(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:
| ¨ | 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. |
On May 17, 2011, DDi Corp. (the “Company”) held its annual meeting of stockholders. The stockholders considered five proposals. The results of the voting were as follows:
Proposal 1: Election of Eight Directors for a One-Year Term.
| Nominee |
Shares Voted For |
Shares Withheld | ||
| Robert J. Amman |
12,772,264 | 230,888 | ||
| Jay B. Hunt |
12,068,534 | 934,618 | ||
| Andrew E. Lietz |
12,069,214 | 933,938 | ||
| Lloyd I. Miller, III |
12,769,434 | 233,718 | ||
| Bryant R. Riley |
11,979,273 | 1,023,879 | ||
| Steven C. Schlepp |
12,071,909 | 931,243 | ||
| Carl R. Vertuca, Jr. |
12,773,339 | 229,813 | ||
| Mikel H. Williams |
12,776,467 | 226,685 |
Proposal 2: Ratification of the Selection of Grant Thornton LLP as the Company’s Independent Registered Public Accounting Firm for the Year Ending December 31, 2011.
| For |
Against |
Abstain |
Broker Non-Vote | |||
| 15,746,656 |
81,585 | 26,430 | 0 |
Proposal 3: Approval of the DDi Corp. 2011 Stock Incentive Plan.
| For |
Against |
Abstain |
Broker Non-Vote | |||
| 9,707,293 |
3,248,248 | 47,611 | 0 |
Proposal 4: Advisory Vote on Executive Compensation.
| For |
Against |
Abstain |
Broker Non-Vote | |||
| 12,558,923 |
390,699 | 53,530 | 0 |
Proposal 5: Advisory Vote to Determine the Frequency of Future Advisory Votes on Executive Compensation.
| Every Year |
Every Two Years |
Every Three Years |
Broker Non Vote | |||
| 7,897,143 |
137,439 | 4,926,460 | 42,110 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, DDi Corp. has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| DDi CORP. | ||||||
| Date: May 20, 2011 | ||||||
| By: | /s/ J. Michael Dodson | |||||
| J. Michael Dodson | ||||||
| Chief Financial Officer | ||||||