UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 8, 2016
RADISYS CORPORATION
(Exact name of registrant as specified in its charter)
Oregon | 0-26844 | 93-0945232 |
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
5435 NE Dawson Creek Drive | |
Hillsboro, Oregon | 97124 |
(Address of Principal Executive Offices) | (Zip Code) |
Registrant's telephone number, including area code: (503) 615-1100
No Change
(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 June 8, 2016, the Company held its Annual Meeting of Shareholders. All nominated directors were elected and the other proposed matters were approved. The following is a brief description of the matters voted on at the meeting, which are more fully described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 27, 2016, and a statement of the number of votes cast for, withheld and against and the number of abstentions and broker non-votes:
1. Each of the seven directors proposed by the Company was elected to serve for a term expiring at the Company's next annual meeting of shareholders and until their respective successors have been duly elected and qualified. The voting results were as follows:
Nominee | For | Withheld | Broker Non-Votes | |||
C. Scott Gibson | 23,561,926 | 701,182 | 9,033,449 | |||
Brian Bronson | 23,678,290 | 584,818 | 9,033,449 | |||
Michael G. Hluchyj | 23,691,382 | 571,726 | 9,033,449 | |||
Ronald de Lange | 23,690,861 | 572,247 | 9,033,449 | |||
Hubert de Pesquidoux | 23,679,690 | 583,418 | 9,033,449 | |||
M. Niel Ransom | 23,679,816 | 583,292 | 9,033,449 | |||
Vincent H. Tobkin | 23,682,066 | 581,042 | 9,033,449 | |||
2. The shareholders approved, on an advisory (non-binding) basis, the compensation of the Company's named executive officers. The votes on this matter were as follows:
For | Against | Abstain | Broker Non-Votes | |||
21,843,532 | 1,465,761 | 953,815 | 9,033,449 | |||
3. The shareholders approved the proposal to ratify the audit committee's appointment of KPMG LLP as the Company's independent registered public accounting firm. The votes on this matter were as follows:
For | Against | Abstain | Broker Non-Votes | |||
33,149,408 | 139,152 | 7,997 | N/A | |||
4. The shareholders approved the proposal to approve an amendment to the Radisys Corporation Amended and Restated 2007 Stock Plan. The votes on this matter were as follows:
For | Against | Abstain | Broker Non-Votes | |||
22,230,240 | 2,021,828 | 11,040 | 9,033,449 | |||
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.
RADISYS CORPORATION | ||||
Date: | June 8, 2016 | By: | /s/ Jon Wilson | |
Name: | Jon Wilson | |||
Title: | Chief Financial Officer and Vice President of Finance (Principal Financial and Accounting Officer) | |||