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): June 3, 2016
 
____________________________ 
 VONAGE HOLDINGS CORP.
(Exact Name of Registrant as Specified in Charter)
 
 ____________________________ 
 
Delaware
 
001-32887
 
11-3547680
(State or Other Jurisdiction
of Incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
 
23 Main Street, Holmdel, NJ
 
07733
(Address of Principal Executive Offices)
 
(Zip Code)
Registrant's telephone number, including area code: (732) 528-2600
 
(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 ( see General Instruction A.2. below):
 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o
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 held its 2016 Annual Meeting of Stockholders on June 3, 2016. There were present at the Annual Meeting in person or by proxy stockholders holding an aggregate of 172,709,819 shares of common stock of a total of 213,755,401 shares entitled to vote at the meeting.
The results of the vote taken at the Annual Meeting were as follows:
Proposal No. 1 - Election of Class I Director
 
 
Votes
 
Broker
Class I Director Nominees
Votes For
Against
Abstentions
Non-Votes
Alan Masarek
139,553,715
683,077
7,610,264
24,862,763
 
 
 
 
 
 
 
 
 
 

The terms of the following directors, who were not up for re-election at the Annual Meeting, will continue: Jeffrey A. Citron, Naveen Chopra, Stephen Fisher, Carolyn Katz, John J. Roberts, and Carl Sparks.
Proposal No. 2 - Ratification of the Appointment of Independent Registered Public Accounting Firm
 
 
Votes
 
Broker
 
Votes For
Against
Abstentions
Non-Votes
Ratification of the Appointment of Independent Registered Public Accounting Firm
170,029,569
2,534,945
145,305
0
 
 
 
 
 
 
 
 
 
 






2



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.
 
 
VONAGE HOLDINGS CORP.
 
 
 
 
Date: June 3, 2016
By:
 
    /s/ Kurt M. Rogers
 
 
 
 Kurt M. Rogers
Chief Legal Officer
 

3