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): January 20, 2012
ARIBA, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware | 000-26299 | 77-0439730 | ||
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
910 Hermosa Court, Sunnyvale, California |
94085 | |||
(Address of Principal Executive Offices) | (Zip Code) |
Registrants telephone number, including area code: (650) 390-1000
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.
At the Annual Meeting of stockholders, held on January 20, 2012, the stockholders of Ariba, Inc. (the Company) approved the four proposals listed below. The final results for the votes regarding each proposal are set forth below. The proposals are described in detail in the Companys Proxy Statement.
Proposal No. 1: Elect three members of the Board of Directors to serve for a three-year term.
Name |
Votes For |
Withheld |
Broker Non-Votes | |||
Harriet Edelman |
65,464,492 | 15,204,439 | 9,138,455 | |||
Richard A. Kashnow |
65,490,169 | 15,178,762 | 9,138,455 | |||
Robert D. Johnson |
65,370,897 | 15,298,034 | 9,138,455 |
Proposal No. 2: Advisory vote on the compensation of the Companys named executive officers.
Votes For |
Against |
Abstain |
Broker Non-Votes | |||
63,671,223 |
16,318,254 | 679,453 | 9,138,455 |
Proposal No. 3: Advisory vote on the frequency of future advisory votes on the compensation of the Companys named executive officers.
1 Year |
2 Years |
3 Years |
Abstain | |||
74,137,652 |
2,608,723 | 3,575,236 | 347,320 |
Proposal No. 4: Ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for our fiscal year ending on September 30, 2012.
Votes For |
Against |
Abstain |
Broker Non-Votes | |||
89,534,313 |
126,478 | 146,595 |
Item 5.07(d)
At the Companys Annual Meeting, the Companys stockholders voted on, among other matters, a proposal on the frequency of future stockholder advisory votes regarding compensation awarded to named executive officers. As reported above, the frequency of once every year received the highest number of votes cast, as well as a majority of the votes cast on the proposal. Based on these results, and consistent with the Companys recommendation, the Companys Board of Directors has determined that the Company will conduct future stockholder advisory votes regarding compensation awarded to its named executive officers once every year until the next advisory vote regarding frequency.
SIGNATURE
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.
ARIBA, INC. | ||||||
DATE: January 23, 2012 | By: | /s/ Ahmed Rubaie | ||||
Ahmed Rubaie | ||||||
Executive Vice President and Chief Financial Officer |