0001104659-13-050204.txt : 20130620 0001104659-13-050204.hdr.sgml : 20130620 20130619182351 ACCESSION NUMBER: 0001104659-13-050204 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130617 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20130620 DATE AS OF CHANGE: 20130619 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MRV COMMUNICATIONS INC CENTRAL INDEX KEY: 0000887969 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 061340090 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11174 FILM NUMBER: 13922974 BUSINESS ADDRESS: STREET 1: 20415 NORDHOFF ST CITY: CHATSWORTH STATE: CA ZIP: 91311 BUSINESS PHONE: 8187730900 MAIL ADDRESS: STREET 1: 20415 NORDHOFF ST CITY: CHATSWORTH STATE: CA ZIP: 91311 8-K 1 a13-15286_18k.htm 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 17, 2013

 

MRV COMMUNICATIONS, INC.

(Exact name of Registrant as specified in its charter)

 

DELAWARE

 

001-11174

 

06-1340090

(State or other jurisdiction of

 

(Commission file number)

 

(I.R.S. Employer

incorporation or organization)

 

 

 

Identification No.)

 

20415 Nordhoff Street, Chatsworth, CA 91311

(Address of principal executive offices) (zip code)

 

Registrant’s telephone number, including area code: (818) 773-0900

 

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:

 

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 5.07              Submission of Matters to a Vote of Security Holders.

 

MRV Communications, Inc. (the “Company”) held its Annual Meeting of Stockholders on June 17, 2013 (the “Annual Meeting”) and all agenda items set forth below were approved or ratified by the required voting thresholds. There were 7,595,184 shares that were authorized to vote as of the record date of April 30, 2013, with 5,748,750 shares represented at the Annual Meeting.  The following number of shares voted on the following matters:

 

a.) Election of four directors to serve for the ensuing year and until their successors are elected and qualified:

 

Direct Nominee

 

 

Votes For

 

 

Votes Against

 

 

Votes Withheld

 

 

Broker Non-Votes

 

Kenneth H. Traub

 

 

2,518,955

 

 

0

 

 

512,065

 

 

2,717,730

 

Robert M. Pons

 

 

2,935,449

 

 

0

 

 

95,571

 

 

2,717,730

 

Mark J. Bonney

 

 

2,981,355

 

 

0

 

 

49,665

 

 

2,717,730

 

Matthew Stecker

 

 

2,970,357

 

 

0

 

 

60,663

 

 

2,717,730

 

 

b.) Conduct an advisory vote on the compensation of the named executive officers: Stockholders approved with 2,894,940 shares voted in favor, 113,540 shares voted against and 22,540 shares abstaining from voting. There were 2,717,730 broker non-votes for this proposal.

 

c.) Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2013:  Stockholders ratified the appointment of Ernst & Young LLP with 5,094,690 shares voted in favor, 591,531 shares voted against, and 62,529 shares abstaining from voting. No broker non-votes were cast with respect to this proposal.

 

2



 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this Report to be signed on its behalf by the undersigned, hereunto duly authorized.

 

Date: June 19, 2013

 

 

 

 

 

 

 

 

 

 

MRV COMMUNICATIONS, INC.

 

 

 

 

 

By:

/s/ Stephen A. Garcia

 

 

 

Stephen A. Garcia

 

 

 

Chief Financial Officer

 

3