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 9, 2016

 

ZYNGA INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-35375

42-1733483

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

 

 

 

699 Eighth Street

San Francisco, CA 94103

 

94103

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (855) 449-9642

Not Applicable

(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 Instructions 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.

Zynga Inc. (“Zynga”) held its 2016 annual meeting of stockholders (the “Annual Meeting”) on June 9, 2016. At the Annual Meeting, Zynga’s stockholders voted on three proposals, each of which is described in more detail in Zynga’s definitive proxy statement filed with the SEC on April 28, 2016 (the “Proxy Statement”). The following is a brief description of each matter voted upon and the certified results, including the number of votes cast for or against each matter and the number of abstentions, if applicable, and broker non-votes with respect to each matter.

1.Each of the eight nominees for director proposed by Zynga was elected to serve until Zynga’s 2017 annual meeting of stockholders or until his or her respective successor has been duly elected and qualified. The voting results were as follows:

Name:

  

Votes For

 

Votes Withheld

 

Broker Non-Votes

Mark Pincus

 

2,609,798,960

 

13,163,412

 

208,581,358

L. John Doerr

 

2,618,664,161

 

4,298,211

 

208,581,358

Regina E. Dugan, Ph.D.

 

2,611,555,794

 

11,406,578

 

208,581,358

Frank Gibeau

 

2,619,339,972

 

3,622,400

 

208,581,358

William “Bing” Gordon

 

2,612,972,113

 

9,990,259

 

208,581,358

Louis J. Lavigne, Jr.

 

2,581,369,761

 

41,592,611

 

208,581,358

Sunil Paul

 

2,608,435,301

 

14,527,071

 

208,581,358

Ellen F. Siminoff

 

2,608,090,588

 

14,871,784

 

208,581,358

2.Stockholders approved, on an advisory basis, the compensation of Zynga’s named executive officers as disclosed in the Proxy Statement. The voting results were as follows:

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

2,506,378,486

 

115,992,744

 

591,142

 

208,581,358

3.Stockholders ratified the selection of Ernst & Young LLP as Zynga’s independent registered public accounting firm for Zynga’s fiscal year ending December 31, 2016. The voting results were as follows:

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

2,800,593,946

 

29,424,966

 

1,524,818

 

0

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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 thereunto duly authorized.

 

 

 

ZYNGA INC.

 

 

 

 

Date:  June 10, 2016

 

By:

/s/ Devang Shah

 

 

 

Devang Shah

 

 

 

General Counsel, Secretary and Senior Vice President

 

 

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