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 and Exchange Act of 1934

Date of Report: February 18, 2010
(Date of earliest event reported)

AGILYSYS, INC.

(Exact name of registrant as specified in its charter)

Ohio	000-5734	34-0907152
(State or other jurisdiction	(Commission File Number)	(IRS Employer Identification No.)
of incorporation)

28925 Fountain Parkway, Solon, Ohio	44139
(Address of principal executive offices)	(ZIP Code)

Registrant’s telephone number, including area code: (440) 519-8700

N/A
(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:

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 8.01 Other Events

Agilysys, Inc. announced today that its shareholders have approved a proposal by MAK Capital, its largest shareholder, to increase its ownership to 20% or more, but not to exceed one-third, of the company’s outstanding shares. Reference is made to the press release announcing the vote results, attached hereto as Exhibit 99.1 and incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits

(c) Exhibits

99.1 Press release issued by the Company dated February 18, 2010.

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.

AGILYSYS, INC.
By:	/s/ Kathleen A. Weigand
	Kathleen A. Weigand
	General Counsel and Senior Vice President — Human Resources

Date: February 18, 2010

Exhibit Index

Exhibit
Number	Description
99.1	Press release issued by the Company dated February 18, 2010.

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

Agilysys Shareholders Approve MAK Capital’s Proposal to Increase Its Ownership Above 20%
of the Company’s Outstanding Shares

CLEVELAND — February 18, 2010 — Agilysys, Inc. (Nasdaq: AGYS), a leading provider of innovative IT solutions, announced today that its shareholders have approved a Control Share Acquisition proposal by MAK Capital, its largest shareholder, to increase its ownership to 20% or more, but not to exceed one-third, of the company’s outstanding shares.

According to voting results announced at today’s special meeting of shareholders, 83.1% of Agilysys shareholders voting at the special meeting, including 77.9% of shares voting at the special meeting that are not “Interested Shares” as defined under Ohio law, approved the proposal. “Interested Shares” include shares controlled by MAK Capital, shares owned by officers of Agilysys elected or appointed by the Board of Directors, and certain shares acquired during the period from the announcement of the Control Share Acquisition on November 20, 2009 to the record date of January 15, 2010. The proposal required affirmative votes both from the holders of a majority of shares voting at the special meeting, as well as a majority of shares voting at the meeting that are not “Interested Shares.”

About Agilysys, Inc.

Agilysys is a leading provider of innovative IT solutions to corporate and public-sector customers, with special expertise in select markets, including retail and hospitality. The company uses technology — including hardware, software and services — to help customers resolve their most complicated IT needs. The company possesses expertise in enterprise architecture and high availability, infrastructure optimization, storage and resource management, identity management and business continuity; and provides industry-specific software, services and expertise to the retail and hospitality markets. Headquartered in Cleveland, Agilysys operates extensively throughout North America, with additional sales and support offices in the United Kingdom, Singapore and Hong Kong. For more information, visit www.agilysys.com.

Contact:

Curtis Stout
Vice President and Treasurer
Agilysys, Inc.
440-519-8635
curtis.stout@agilysys.com