UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 



FORM 8-K

(Amendment No. )

 



Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

October 29, 2014

Date of Report (Date of earliest event reported)

 



SPEED COMMERCE, INC.

(Exact name of registrant as specified in its charter)

 



Minnesota

000-22982

41-1704319

(State of Incorporation)

(Commission

File Number)

(IRS Employer

Identification Number)

     
 

1303 E. Arapaho Road,

Suite 200

Richardson, TX 75081

 
 

(Address of principal executive offices) (Zip Code)

 

 

(866) 377-3331

(Registrant’s telephone number, including area code)

 

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))

 

 
 

 

 

ITEM 5.07 Submission of Matters to a Vote of Security Holders.

 

The Company’s annual meeting of shareholders was held on October 29, 2014. Shareholders voted on the matters set forth below.

 

1. The following nominees for election to the Board of Directors were elected as follows: as Class III directors for a three-year term with respect to Ms. Constantinople and Messrs. Duchelle, Green and Guilfoyle, based upon the following votes:

 

Nominee

 

Votes For

   

Votes

Withheld

   

Broker

Non-Votes

 

Alexandra Constantinople

    47,132,837       1,623,510       15,192,880  

Stephen Duchelle

    47,132,861       1,623,486       15,192,880  

Frederick C. Green IV

    47,122,862       1,633,485       15,192,880  

Scott Guilfoyle

    47,132,881       1,623,466       15,192,880  

 

2. The proposal to approve the Company’s 2014 Stock Option and Incentive Plan:

 

Votes for approval

    43,750,867  

Votes against

    4,954,688  

Abstentions

    50,792  

Broker non-votes

    15,192,880  

 

3. The proposal to ratify the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the Company’s 2015 fiscal year was approved based upon the following votes:

 

Votes for approval

    62,401,498  

Votes against

    1,320,846  

Abstentions

    226,883  

Broker non-votes

 

none

 

 

4. The proposal to approve, on a non-binding, advisory basis, the compensation paid to the Company’s named executive officers for fiscal year 2014, as described in the Company’s Proxy Statement (“Say on Pay”), was approved based upon the following votes:

 

Votes for approval

    46,554,612  

Votes against

    1,769,932  

Abstentions

    431,803  

Broker non-votes

    15,192,880  

 

 
 

 

 

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, thereunto duly authorized.

 

 

 

SPEED COMMERCE, INC.

 

     

Dated: October 30, 2014 

By:  

     /s/ Ryan F. Urness

 

 

 

Name:  

Ryan F. Urness 

 

 

 

Title:  

General Counsel and Secretary