0001571049-16-015664.txt : 20160531 0001571049-16-015664.hdr.sgml : 20160530 20160531160127 ACCESSION NUMBER: 0001571049-16-015664 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160526 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders ITEM INFORMATION: Other Events FILED AS OF DATE: 20160531 DATE AS OF CHANGE: 20160531 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Internap Corp CENTRAL INDEX KEY: 0001056386 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 912145721 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-31989 FILM NUMBER: 161685820 BUSINESS ADDRESS: STREET 1: ONE RAVINIA DRIVE, SUITE 1300 CITY: ATLANTA STATE: GA ZIP: 30346 BUSINESS PHONE: 404-302-9700 MAIL ADDRESS: STREET 1: ONE RAVINIA DRIVE, SUITE 1300 CITY: ATLANTA STATE: GA ZIP: 30346 FORMER COMPANY: FORMER CONFORMED NAME: INTERNAP NETWORK SERVICES CORP DATE OF NAME CHANGE: 20010918 FORMER COMPANY: FORMER CONFORMED NAME: INTERNAP NETWORK SERVICES CORP/WA DATE OF NAME CHANGE: 19990721 8-K 1 t1600372_8k.htm FORM 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):

 

May 26, 2016

 

 

Internap Corporation

(Exact Name of Registrant as Specified in Charter)

 

 

Delaware

(State or Other Jurisdiction
of Incorporation)

001-31989

(Commission File Number)

91-2145721

(IRS Employer
Identification
Number

 

One Ravinia Drive, Suite 1300, Atlanta, Georgia

(Address of Principal Executive Offices)

30346

(Zip Code)

 

Registrant’s telephone number, including area code: (404) 302-9700

 

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 Instruction A.2. below):

 

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
☐ Soliciting material pursuant to Rule 14a-12 under the Securities Act (17 CFR 240.14a-12)
   
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Securities Act (17 CFR 240.14d-2(b))
   
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Securities Act (17 CFR 240.13e-2(c))

 

 

 
 

 

Item 5.07 Submission of Matters to a Vote of Security Holders

 

On May 26, 2016, Internap Corporation (the “Company”) held its 2016 Annual Meeting of Stockholders (the “Annual Meeting”), at which the stockholders approved three proposals. The proposals voted upon at the Annual Meeting and the final results of the stockholder vote on each proposal were as follows:

 

(a) Election of Directors – Terms Expiring in 2019

 

The stockholders elected two candidates nominated by the Board of Directors to serve as directors for three-year terms expiring at the annual meeting of stockholders to be held in 2019 or until their respective successors, if any, have been elected and are qualified. The following sets forth the results of the voting with respect to each candidate:

 

Nominee For Withheld Broker Non-Votes

Gary M. Pfeiffer

Michael A. Ruffolo

33,097,575

38,765,288

7,181,075

1,513,362

10,611,444

10,611,444

 

(b) Ratification of Appointment of Independent Registered Public Accounting Firm

 

The stockholders ratified the Audit Committee’s appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2016. The following sets forth the results of the voting with respect to this proposal.

 

For Against Abstentions
49,341,209 1,512,830 36,055

 

(c) Advisory Resolution on Executive Compensation

 

The stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers disclosed in the Compensation Discussion and Analysis, the Summary Compensation Table and the related compensation tables, notes and narrative in the Proxy Statement for the Annual Meeting. The following sets forth the results of the voting with respect to this proposal:

 

For Against Abstentions Broker Non-Votes
27,625,889 6,666,520 5,986,241 10,611,444

  

Item 8.01 Other Events.

 

On May 27, 2016, the Company granted 23,404 shares of restricted stock to each independent member of the Board of Directors as part of its annual director compensation program. The shares of restricted stock were granted at an assumed value of $5.00 per share, rather than the fair market value of $2.24 per share on the date of grant. The Company used the same assumed value ($5.00 per share) for grants made to employees, including named executive officers, in February 2016 under its annual equity compensation program, notwithstanding that the fair market value on the date of grant was $2.00 per share.

 

 
 

 

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.

  

  INTERNAP CORPORATION
   
 Date: May 27, 2016 By:  /s/ Kevin M. Dotts
    Kevin M. Dotts
Chief Financial Officer