Form 8-K

0001193125-11-245931.txt : 20110912 0001193125-11-245931.hdr.sgml : 20110912 20110912170532 ACCESSION NUMBER: 0001193125-11-245931 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20110907 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20110912 DATE AS OF CHANGE: 20110912 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LOGITECH INTERNATIONAL SA CENTRAL INDEX KEY: 0001032975 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577] IRS NUMBER: 000000000 FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-29174 FILM NUMBER: 111086218 BUSINESS ADDRESS: STREET 1: 6505 KAISER DR STREET 2: C/O LOGITECH INC CITY: FREMONT STATE: CA ZIP: 94555 BUSINESS PHONE: 5107958500 MAIL ADDRESS: STREET 1: 6505 KAISER DR CITY: FREMONT STATE: CA ZIP: 94555 8-K 1 d231425d8k.htm FORM 8-K Form 8-K

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: September 7, 2011

(Date of earliest event reported)

LOGITECH INTERNATIONAL S.A.

(Exact name of registrant as specified in its charter)

Commission File Number: 0-29174

Canton of Vaud, Switzerland

None

(State or other jurisdiction

of incorporation or organization)

(I.R.S. Employer

Identification No.)

Logitech International S.A.

Apples, Switzerland

c/o Logitech Inc.

6505 Kaiser Drive

Fremont, California 94555

(Address of principal executive offices and zip code)

(510) 795-8500

(Registrant’s telephone number, including area code)

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.

The Annual General Meeting of Shareholders of Logitech International S.A. (Company) was held on September 7, 2011. At the meeting, shareholders voted on the following proposals and cast their votes as follows:

Proposal 1: Approval of the Annual Report, the Compensation Report, the consolidated financial statements and the statutory financial statements of Logitech International S.A. for fiscal year 2011


For	Against	Abstain	Broker Non-Votes
54,506,446	430,568	447,449	0
99.22%	0.78%	N/A	N/A

Proposal 2: Advisory vote on executive compensation


For	Against	Abstain	Broker Non-Votes
35,424,198	7,765,720	1,051,181	11,136,864
82.02%	17.98%	N/A	N/A

Proposal 3: Advisory vote on the frequency of future advisory votes on executive compensation


One Year	Two Years	Three Years	Abstention	Broker Non-Votes
42,434,232	389,631	740,939	676,296	11,136,865
97.40%	0.89%	1.70%	N/A	N/A

Proposal 4: Increase to the number of shares available for issuance under Employee Share Purchase Plans


For	Against	Abstain	Broker Non-Votes
42,152,027	1,218,844	876,728	11,136,864
97.19%	2.81%	N/A	N/A

Proposal 5: Authorization to exceed 10% holding of own share capital


For	Against	Abstain	Broker Non-Votes
21,684,767	10,917,138	348,483	11,136,864
66.51%	33.49%	N/A	N/A

Proposal 6: Appropriation of retained earnings without payment of a dividend


For	Against	Abstain	Broker Non-Votes
53,538,792	1,450,134	395,312	0
97.36%	2.64%	N/A	N/A

Proposal 7: Release of the Board of Directors and Executive Officers from liability for activities during fiscal year 2011


For	Against	Abstain	Broker Non-Votes
39,564,022	2,193,004	622,514	0
94.75%	5.25%	N/A	N/A

Proposal 8.1: Re-election of Mr. Matthew Bousquette


For	Against	Abstain	Broker Non-Votes
43,004,105	616,988	612,636	11,136,863
98.59%	1.41%	N/A	N/A

Proposal 8.2: Re-election of Mr. Richard Laube


For	Against	Abstain	Broker Non-Votes
43,156,803	520,628	544,723	11,136,863
98.81%	1.19%	N/A	N/A

Proposal 9: Re-election of PricewaterhouseCoopers SA as auditors


For	Against	Abstain	Non-Votes
54,346,986	560,921	451,230	0
98.98%	1.02%	N/A	N/A

In addition, at the meeting a proposal from the floor was made under Swiss law to hold separate votes on each individual member of the Board of Directors and each Executive Officer in lieu of the omnibus vote under Proposal 7. Shareholders cast their votes on this proposal from the floor as follows:


For	Against	Abstain	Broker Non-Votes
928,286	33,787,140	18,961,250	N/A
2.67%	97.33%	N/A	N/A

Under Swiss law abstentions are not counted towards the calculation of the majority required for passage of the proposals.

In connection with the shareholder vote on Proposal No. 3, the Company determined that it shall hold an annual advisory vote on the Company’s executive compensation, until such time as the next advisory vote is submitted to the shareholders of the Company with regard to the frequency of future advisory votes on the Company’s executive compensation, or the Board of Directors otherwise determines that a different frequency for such advisory votes is in the best interests of the shareholders of the Company.

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.


		Logitech International S.A.

		/s/ Catherine Valentine
		Catherine Valentine
		General Counsel, Vice
		President, Legal and
		Secretary

September 12, 2011