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: June 20, 2017
(Date of earliest event reported)
Ooma, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-37493 | 06-1713274 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) | (I.R.S. Employer Identification No.) |
1880 Embarcadero Road
Palo Alto, CA 94303
(Address of principal executive offices, including zip code)
(650) 566-6600
(Registrant’s telephone number, including area code)
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:
| ☐ | Written communication 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
At the annual meeting of stockholders of Ooma, Inc. (the “Company”) held on June 20, 2017 (the “Annual Meeting”), stockholders holding and entitled to vote 14,641,630 shares of common stock of the Company, or approximately 80.05% of the total outstanding shares of common stock on the record date for the Annual Meeting, were present in person or by proxy. At the Annual Meeting, the stockholders voted on the following two proposals, each of which is described in detail in the definitive proxy statement filed with the Securities and Exchange Commission on May 9, 2017. The voting results are reported below.
Proposal No. 1: Election of Directors. The following individuals were elected to the Company’s Board of Directors as Class II directors to hold office until the 2020 annual meeting of stockholders or until such director’s successor is duly elected and qualified or until his or her earlier resignation or removal. Due to plurality election, votes could only be cast in favor of or withheld from the nominees and thus votes against were not applicable. The results of the election were as follows:
| Nominee |
For |
Withheld |
Broker Non-Votes | |||
| Susan Butenhoff |
7,173,098 | 3,224,542 | 4,243,990 | |||
| Russell Mann |
8,256,911 | 2,140,729 | 4,243,990 |
Proposal No. 2: Ratification of the Appointment of the Independent Registered Public Accounting Firm. The stockholders ratified the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending January 31, 2018. There were no broker non-votes on this proposal. The results of the ratification were as follows:
| For |
Against |
Abstain | ||
| 14,632,517 | 7,803 | 1,310 |
The results reported above are final voting results.
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.
| OOMA, INC. | ||||||
| Date: June 23, 2017 | By: | /s/ Spencer D. Jackson | ||||
| Name: | Spencer D. Jackson | |||||
| Title: | Vice President, General Counsel and Secretary | |||||