8-K

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 8, 2011

EDGEWATER TECHNOLOGY, INC.

(Exact name of registrant as specified in its charter)

Delaware	000-20971	71-0788538
(State or other jurisdiction of incorporation)	(Commission File No.)	(IRS Employer Identification No.)
20 Harvard Mill Square
Wakefield, Massachusetts 01880
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code: (781) 246-3343

 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):

q   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

q   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

q   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2-(b))

q   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, 2011, Edgewater Technology, Inc. (the “Company”) held its 2011 Annual Meeting of Stockholders (the “Annual Meeting”).  A copy of the press release issued by the Company in connection with the Annual Meeting is furnished herewith as Exhibit 99.1 and is incorporated herein by reference in its entirety.

At the Annual Meeting, the Company’s stockholders voted:

1.   to elect the seven (7) candidates listed as nominees in the Company’s Proxy Statement dated April 25, 2011 (the “Proxy Statement”), who are Paul Flynn, Paul Guzzi, Nancy Leaming, Michael Loeb, Daniel O’Connell, Shirley Singleton and Wayne Wilson, and who will serve until the Company’s 2012 Annual Meeting or until their successors are duly elected and qualified;

2.   to approve the proposed amendment to the Edgewater Technology, Inc. 2008 Employee Stock Purchase Plan to increase the authorized shares under the Plan from 500,000 to 1,200,000;

3.   to approve, on an advisory basis, the compensation of the Company’s named executive officers, as disclosed in the Proxy Statement;

4.   to approve, on an advisory basis, the holding of an advisory vote on executive compensation every year; and

5.   to ratify the appointment of BDO USA, LLP, as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2011.

The voting results are set forth in Exhibit 99.2 and are incorporated herein by reference.

After taking into consideration the voting results of Proposal No. 4 above, the Company’s Board of Directors determined, until the next advisory vote on the frequency of holding advisory votes on executive compensation, to hold an advisory vote on executive compensation every year.

ITEM 9.01                      FINANCIAL STATEMENTS AND EXHIBITS

(d)  Exhibits.

Exhibit Number Description of Exhibit

99.1   Edgewater Technology, Inc. Press Release dated June 10, 2011.

99.2   Report of Matters Voted Upon by Stockholders.

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.

Dated:   June 10, 2011

EDGEWATER TECHNOLOGY, INC.
By:	/s/ Timothy R. Oakes
Name:	Timothy R. Oakes
Title:	Chief Financial Officer
	(Principal Financial and Accounting Officer)

EX-99

EXHIBIT 99.1

Edgewater Technology, Inc. Holds 2011 Annual Stockholders' Meeting

WAKEFIELD, Mass., June 10, 2011 (GLOBE NEWSWIRE) -- Edgewater Technology, Inc. (Nasdaq:EDGW) (www.edgewater.com, "Edgewater" or the "Company"), a strategic consulting firm that brings a synergistic blend of business advisory and product-based consulting services to its clients, today announced that the Company held its Annual Stockholders' Meeting on June 8, 2011 in Wakefield, Massachusetts.

The meeting was held for the following purposes:

• To elect seven directors to serve until the 2012 Annual Meeting of Stockholders;
• To approve a proposed amendment to the Edgewater Technology, Inc. 2008 Employee Stock Purchase Plan to increase the authorized shares under the Plan from 500,000 to 1,200,000;
• To hold an advisory vote on executive compensation;
• To hold an advisory vote on the frequency of holding an advisory vote on executive compensation; and
• To ratify the appointment of BDO USA, LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2011; and
• To transact any other business that may properly come before the Annual Meeting.

The elected seven board members include:

• Shirley Singleton, Chairman, President and CEO of Edgewater;
• Paul Flynn, Executive Vice President and Commercial Loan Officer of Danversbank;
• Paul Guzzi, President and CEO of the Greater Boston Chamber of Commerce;
• Nancy Leaming, former CEO and President of Tufts Health Plan;
• Michael Loeb, President and CEO of Loeb Enterprises;
• Daniel O'Connell, President and CEO of Massachusetts Competitive Partnership; and
• Wayne Wilson, former President and COO of PC Connection, Inc.

Approximately 87% of all issued and outstanding shares were represented at the Annual Stockholders' Meeting and each nominee described above received at least 97% of the votes cast to elect directors.   

Additionally, stockholders approved the proposed amendment to the Company's employee stock purchase plan, approved the Company's executive officer compensation; supported the Company's proposal to hold advisory votes on executive compensation on an annual basis; and ratified the appointment of BDO USA, LLP as the Company's independent registered public accounting firm for the year ending December 31, 2011.

The Company's next Annual Meeting is tentatively planned to be held in June 2012.

About Edgewater

Edgewater is a strategic consulting firm that brings a synergistic blend of advisory and product-based consulting services to our client base. Headquartered in Wakefield, MA, we typically go to market both vertically by industry and horizontally by product and technology specialty and provide our clients with a wide range of business and technology offerings. We work with clients to reduce costs, improve process and increase revenue through the judicious use of technology.

Edgewater provides services under brand names such as Edgewater Technology, Edgewater Ranzal, Edgewater Fullscope and Edgewater SAP. To learn more, visit www.edgewater.com or call 800-410-4014.

The Edgewater Technology logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=3783

CONTACT: Timothy R. Oakes, Chief Financial Officer
         Russell Smith, Senior Vice President / Investor Relations
         (781) 246-3343
         ir@edgewater.com

EX-99

Exhibit 99.2

Edgewater Technology, Inc.

2011 Annual Meeting

Report of Matter Voted Upon by Stockholders

1.   The 2011 Annual Meeting of Stockholders of Edgewater Technology, Inc. (the “Company) was held at the Sheraton Colonial Boston North Hotel & Conference Center, One Audubon Road, Wakefield, Massachusetts, on June 8, 2011 commencing at 10:00 a.m. pursuant to notice properly given (the “Annual Meeting”).

2.    At the close of business on April 11, 2011, the record date for the determination of stockholders entitled to vote at the Annual Meeting, the outstanding voting securities of the Company were 12,463,364 shares of common stock, $0.01 par value.  Each of the outstanding shares was entitled to one vote on the matters to come before the Annual Meeting.

3.   At the Annual Meeting, 10,885,501, or 87%, of the Company’s issued and outstanding shares of common stock were represented in person or by proxy, constituting a quorum.

4.   At the Annual Meeting, each of the following nominees for director received the respective number of votes set forth opposite his or her name, constituting a plurality of the votes cast, and was duly elected as a director of the Company.

	Number of	Number of Votes	Broker
Nominee	Votes “FOR”	“WITHHELD”	Non-Votes
Shirley Singleton	7,833,952	45,157	3,006,392
Paul E. Flynn	7,816,924	62,185	3,006,392
Paul Guzzi	7,816,220	62,889	3,006,392
Nancy L. Leaming	7,811,890	67,219	3,006,392
Michael Loeb	7,720,231	158,878	3,006,392
Daniel O’Connell	7,816,277	62,832	3,006,392
Wayne Wilson	7,814,446	64,663	3,006,392

5.   The following table states the tally of the votes cast to approve the proposed amendment to the Edgewater Technology, Inc. 2008 Employee Stock Purchase Plan to increase the authorized shares under the Plan from 500,000 to 1,200,000.

Votes “FOR”	Votes “AGAINST”	Votes “ABSTAINING”	Broker Non-Votes
7,588,253	288,411	2,445	3,006,392

6.   The following table states the tally of the votes cast with respect to the advisory vote to approve the Company’s executive compensation.

Votes “FOR”	Votes “AGAINST”	Votes “ABSTAINING”	Broker Non-Votes
5,366,775	65,175	2,447,159	3,006,392

7.    The following table states the tally of the votes cast with respect to the advisory vote on the frequency of holding an advisory vote on executive compensation.

Votes “1 YEAR”	Votes “2 YEARS”	Votes “3 YEARS”	“ABSTAINING”	Broker Non-Votes
5,485,527	5,476	46,826	2,311,280	3,036,392

8.   The following table states the tally of the votes cast to ratify the appointment, as described in the Proxy Statement, of BDO USA, LLP as Edgewater’s independent registered public accounting firm for the fiscal year ending December 31, 2011.

Votes “FOR”	Votes “AGAINST”	Votes “ABSTAINING”	Broker Non-Votes
10,864,679	12,765	8,057	0