UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities and Exchange Act of 1934
Date of Report (Date of earliest event reported): July 27, 2011
AGILYSYS, INC.
(Exact name of registrant as specified in its charter)
| Ohio | 000-5734 | 34-0907152 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| 28925 Fountain Parkway, Solon, Ohio |
44139 | |
| (Address of principal executive offices) | (ZIP Code) |
Registrant’s telephone number, including area code: (440) 519-8700
N/A
(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)) |
Explanatory Note
This Form 8-K/A is being filed as an amendment to the Current Report on Form 8-K filed on August 1, 2011 (the “Original 8-K”) by Agilysys, Inc. (the “Company”) solely for the purpose of disclosing the Company’s Board of Director’s determination with respect to the frequency of shareholder advisory votes on executive compensation. This Form 8-K/A does not amend the Original 8-K in any other respect. The rules of the Securities and Exchange Commission require this information to be disclosed on a Form 8-K/A to the Original 8-K.
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
As previously disclosed in the Original 8-K, at the Company’s annual meeting of shareholders on July 28, 2011, the option to hold future advisory votes on the compensation of the Company’s named executive officers annually received a majority of the votes cast at the meeting, as recommended by the Company’s Board of Directors. As a result, the Board currently intends to hold such advisory vote annually.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
None.
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.
| AGILYSYS, INC. | ||
| By: | /s/ Kyle C. Badger | |
| Kyle C. Badger | ||
| Vice President, General Counsel and Secretary | ||
Date: November 18, 2011