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 25, 2016

 

Crossroads Systems, Inc.

(Exact Name of Registrant as Specified in Its Charter)

 

 

Delaware   001-15331   74-2846643
(State or other Jurisdiction of Incorporation)   (Commission File Number)   (IRS Employer Identification No.)

 

 

11000 North MoPac Expressway #150, Austin, Texas   78759
(Address of Principal Executive Offices)   (Zip Code)

 

 

Registrant’s telephone number, including area code: (512) 928-7335

 

 
(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 follow 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 25, 2016, at the 2016 Annual Meeting of Stockholders (the “Annual Meeting”) of Crossroads Systems, Inc. (the “Company”), the following matters were submitted to a vote of the Company’s stockholders: (i) the election of five directors to serve until the Company’s 2017 Annual Meeting of Stockholders and until their successors are duly elected and qualify; (ii) the approval of an amendment to the Company’s Certificate of Incorporation to effect a reverse split of the outstanding shares of the Company’s common stock at a ratio of one-for-twenty; (iii) the approval of a non-binding advisory resolution to approve the compensation of the Company’s named executive officers; and (iv) the ratification of the appointment of PMB Helin Donovan, LLP as the Company’s independent registered public accounting firm for the fiscal year ending October 31, 2016. The number of shares of the Company’s common stock and Series F convertible preferred stock outstanding and eligible to vote, together as one class, as of March 28, 2016, the record date for the Annual Meeting, was 27,100,692.

 

Each of the matters submitted to a vote of the Company’s stockholders at the Annual Meeting was approved by the requisite vote of the Company’s stockholders. Set forth below is the number of votes cast for, against or withheld, as well as the number of abstentions and broker non-votes, as to each such matter, including a separate tabulation with respect to each nominee for director, as applicable:

 

Director Nominees  For   Withheld   Broker
Non-Votes
 
Richard K. Coleman, Jr.   12,086,574    156,195    10,427,798 
Hannah M. Bible   12,103,533    139,236    10,427,798 
Don Pearce   11,712,377    530,392    10,427,798 
Robert G. Pearse   12,103,787    138,982    10,427,798 
Galen Vetter   12,103,983    138,786    10,427,798 

 

Proposal 2  For  Against  Abstain 

Broker

Non-Votes

Approval of the amendment to the Company’s Certificate of Incorporation to effect a reverse stock split  19,343,661  1,713,849  1,613,057  10,427,798

 

Proposal 3  For  Against  Abstain 

Broker

Non-Votes

Approval of a non-binding advisory resolution to approve the compensation of the Company’s named executive officers  11,111,371  1.074,318  57,080  10,427,798

 

Proposal 4  For  Against  Abstain 

Broker

Non-Votes

Ratification of the appointment of PMB Helin Donovan, LLP  20,601,220  481,514  1,587,833  -

  

 

 

 

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.

 

 

  CROSSROADS SYSTEMS, INC.  
     
         
Dated: May 26, 2016 By: /s/ Jennifer Crane  
    Name:   Jennifer Crane  
    Title:  Chief Financial Officer