0001193125-16-619064.txt : 20160610 0001193125-16-619064.hdr.sgml : 20160610 20160610160300 ACCESSION NUMBER: 0001193125-16-619064 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160609 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20160610 DATE AS OF CHANGE: 20160610 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HARMONIC INC CENTRAL INDEX KEY: 0000851310 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 770201147 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-25826 FILM NUMBER: 161708650 BUSINESS ADDRESS: STREET 1: 4300 NORTH FIRST STREET CITY: SAN JOSE STATE: CA ZIP: 95134 BUSINESS PHONE: 4084906242 MAIL ADDRESS: STREET 1: 4300 NORTH FIRST STREET CITY: SAN JOSE STATE: CA ZIP: 95134 FORMER COMPANY: FORMER CONFORMED NAME: HARMONIC LIGHTWAVES INC DATE OF NAME CHANGE: 19950404 8-K 1 d209966d8k.htm FORM 8-K 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: June 9, 2016

(Date of Earliest Event Reported)

 

 

HARMONIC INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   000-25826   77-0201147

(State or other jurisdiction of

incorporation or organization)

  

Commission

File Number

  

(I.R.S. Employer

Identification No.)

4300 North First Street

San Jose, CA 95134

(408) 542-2500

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

 

 

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 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 Company held its 2016 Annual Meeting of Stockholders (the “2016 Annual Meeting”) at 9:00 a.m. PDT on Thursday, June 9, 2016, at the Company’s corporate headquarters located at 4300 North First Street, San Jose, CA 95134. As of April 15, 2016, the record date for the 2016 Annual Meeting, there were 77,317,350 shares of common stock issued and outstanding. A quorum of 72,019,815 shares of common stock was present or represented at the 2016 Annual Meeting. All matters submitted to a vote of the Company’s stockholders at the 2016 Annual Meeting were approved. Those matters were as follows:

 

  1. Stockholders elected seven (7) directors to serve until the earlier of the 2017 Annual Meeting of Stockholders or until their successors are elected and duly qualified.

 

NAME

    FOR    WITHHELD    BROKER NO VOTE

Patrick J. Harshman

    55,439,027    2,329,385    14,251,403

Patrick Gallagher

    55,446,135    2,322,277    14,251,403

E. Floyd Kvamme

    55,098,164    2,670,248    14,251,403

Mitzi Reaugh

    55,442,622    2,325,790    14,251,403

William F. Reddersen

    55,141,704    2,626,708    14,251,403

Susan G. Swenson

    52,675,050    5,093,362    14,251,403

Nikos Theodosopoulos

    55,437,780    2,330,632    14,251,403

 

  2. Stockholders approved, on an advisory basis, the compensation of the named executive officers.

 

FOR

   

AGAINST

   

ABSTAIN

   

BROKER NO VOTE

56,661,897

    937,517    168,998    14,251,403

 

  3. Stockholders approved an amendment to the Company’s 2002 Employee Stock Purchase Plan to increase the number of shares of common stock reserved for issuance thereunder by 1,500,000 shares.

 

FOR

   

AGAINST

   

ABSTAIN

   

BROKER NO VOTE

56,453,890

    1,261,605    52,917    14,251,403

 

  4. Stockholders approved an amendment to the Company’s 1995 Stock Plan to increase the number of shares of common stock reserved for issuance thereunder by 2,000,000 shares.

 

FOR

   

AGAINST

   

ABSTAIN

   

BROKER NO VOTE

51,201,519

    6,516,887    50,006    14,251,403

 

  5. Stockholders ratified the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2016.

 

FOR

   

AGAINST

   

ABSTAIN

71,335,305

    536,220    148,290

 

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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.

HARMONIC INC.

Date: June 10, 2016

 

By:  

/s/ Timothy C. Chu

 

Timothy C. Chu

General Counsel, SVP HR and Corporate Secretary

 

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