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 21, 2015
JIVE SOFTWARE, INC.
(Exact name of registrant as specified in its charter)
Commission File Number: 001-35367
| Delaware | 42-1515522 | |
| (State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) | |
| 325 Lytton Avenue, Suite 200, Palo Alto, California | 94301 | |
| (Address of principal executive offices) | (Zip Code) | |
Registrant’s telephone number, including area code: 650-319-1920
Former name or former address if changed since last report: no change
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 Jive Software, Inc. Annual Meeting of Shareholders held on May 21, 2015, the Company’s shareholders (i) elected four Class I directors; (ii) ratified the appointment of KPMG LLP as the Company’s independent registered public accountants for the year ending December 31, 2015; (iii) considered an advisory vote to approve the compensation of the named executive officers for the fiscal year ended December 31, 2014; and (iv) approved the Jive Software, Inc. 2015 Employee Stock Purchase Plan.
| Proposal 1. | Election of Directors to serve three-year terms: |
| Director Name |
Votes For |
Votes Withheld |
Broker Non-Votes | |||
| Margaret (“Marge”) Breya |
48,999,604 | 2,575,509 | 19,458,096 | |||
| Elisa A. Steele |
48,955,205 | 2,619,908 | 19,458,096 | |||
| Jonathan G. Heiliger |
48,021,680 | 3,553,433 | 19,458,096 | |||
| Matthew A. Tucker |
47,367,956 | 4,207,157 | 19,458,096 |
| Proposal 2. | Ratification of KPMG LLP as Independent Registered Public Accountants for the Year Ending December 31, 2015: |
| Votes For |
Votes Against |
Abstentions |
Broker Non-Votes | |||
| 70,532,756 |
95,664 | 404,789 | — |
| Proposal 3. | Consideration of an advisory vote to approve the compensation of the named executive officers for the fiscal year ended December 31, 2014: |
| Votes For |
Votes Against |
Abstentions |
Broker Non-Votes | |||
| 40,832,705 |
10,612,024 | 130,384 | 19,458,096 |
| Proposal 4. | Approval of the Jive Software, Inc. 2015 Employee Stock Purchase Plan: |
| Votes For |
Votes Against |
Abstentions |
Broker Non-Votes | |||
| 50,757,897 |
466,765 | 350,451 | 19,458,096 |
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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.
| Date: May 21, 2015 | JIVE SOFTWARE, INC. | |||||||
| By: | /s/ Bryan J. LeBlanc | |||||||
| Bryan J. LeBlanc | ||||||||
| EVP and Chief Financial Officer | ||||||||
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