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
Hortonworks, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-36780 | 37-1634325 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
5470 Great America Parkway, Santa Clara, California 95054
(Address of principal executive offices) (Zip Code)
(408) 916-4121
(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.
On May 25, 2016 Hortonworks, Inc. (“Hortonworks”) held its 2016 Annual Meeting of Stockholders (the “Annual Meeting”). The following is a brief description of each matter submitted to a vote at the Annual Meeting, as well as the number of votes cast for and against and the number of abstentions and broker non-votes with respect to each matter. For more information about these proposals, please refer to Hortonworks’ definitive proxy statement filed with the U.S. Securities and Exchange Commission on April 26, 2016.
Proposal No. 1: Election of Directors
The stockholders elected Martin Fink, Jay Rossiter and Michelangelo Volpi as Class II directors to hold office until the 2019 Annual Meeting of Stockholders or until their successors are duly elected and qualified, subject to their earlier death, resignation or removal.
| Nominee |
For | Abstain | Broker Non-Votes | |||||||||
| Martin Fink |
38,722,419 | 91,841 | 12,531,859 | |||||||||
| Jay Rossiter |
38,356,612 | 457,708 | 12,531,859 | |||||||||
| Michelangelo Volpi |
37,576,312 | 1,238,008 | 12,531,859 | |||||||||
Proposal No. 2: Approval of the Amendment and Restatement of the Hortonworks, Inc. 2014 Stock Option and Incentive Plan
The stockholders approved the amendment and restatement of the Hortonworks, Inc. 2014 Stock Option and Incentive Plan, with 25,730,327 shares voting in favor, 12,912,367 shares against, 171,626 shares abstaining and 12,531,859 broker non-votes.
Proposal No. 3: Ratification of the Selection of Independent Registered Public Accounting Firm
The stockholders ratified the appointment of Deloitte & Touche LLP as Hortonworks’ independent registered public accounting firm for the fiscal year ending December 31, 2016, with 51,245,961 shares voting in favor, 67,498 shares against and 32,720 shares abstaining.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| HORTONWORKS, INC. | ||||||
| Dated: May 27, 2016 | By: | /s/ Scott Davidson | ||||
| Scott Davidson Chief Financial Officer | ||||||