UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q/A
(Amendment No. 1)
| x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the Quarterly Period Ended March 31, 2007
OR
| ¨ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the Transition Period From to
Commission File Number 000-26299
ARIBA, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 77-0439730 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification Number) |
807 11th Avenue
Sunnyvale, California 94089
(Address of principal executive offices)
(650) 390-1000
(Registrant’s telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer (as defined in Rule 12b-2 of the Exchange Act).
Large accelerated filer x Accelerated filer ¨ Non-accelerated filer ¨
Indicate by check mark whether registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No x
The number of shares outstanding of the registrant’s common stock as of April 30, 2007 was 78,371,501.
EXPLANATORY NOTE
This Amendment No. 1 to the Registrant’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2007, originally filed May 9, 2007 (the “Original Quarterly Report”), is being filed solely to amend Part II, Item 4. This Amendment No. 1 speaks as of the original filing date of the Original Quarterly Report and does not reflect events occurring after the filing date of the Original Quarterly Report, or modify or update the disclosures therein in any way other than as required to amend Part II, Item 4. No revisions have been made to the Registrant’s financial statements contained in the Original Quarterly Report.
PART II: OTHER INFORMATION
| Item 4. | Submission of Matters to a Vote of Security Holders |
The Company held its annual meeting of stockholders in Sunnyvale, California on March 1, 2007. Of the 76,567,167 shares outstanding and entitled to vote at the meeting, 52,909,463 shares were present or represented by proxy at the meeting. At the meeting, the following actions were voted upon:
a. Election of Thomas F. Monahan as a director of the Company’s board of directors to serve until the Company’s 2010 annual meeting of stockholders or until his successor is duly elected and qualified.
For: | 49,137,540 | |||
Withheld: | 3,771,923 |
b. Election of Karl E. Newkirk as a director of the Company’s board of directors to serve until the Company’s 2010 annual meeting of stockholders or until his successor is duly elected and qualified.
For: | 49,129,433 | |||
Withheld: | 3,780,030 |
c. Election of Richard F. Wallman as a director of the Company’s board of directors to serve until the Company’s 2010 annual meeting of stockholders or until his successor is duly elected and qualified.
For: | 49,049,397 | |||
Withheld: | 3,860,066 |
d. Election of Ernst & Young LLP as the Company’s independent accountants for the year ended September 30, 2007.
For: | 52,667,459 | |||
Withheld: | 242,004 |
| Item 6. | Exhibits |
Exhibit No. | Exhibit Title | |
| 31.1 | Certification of Chief Executive Officer. | |
| 31.2 | Certification of Chief Financial Officer. | |
| 32.1 | Certifications pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | |
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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 thereunto duly authorized.
| ARIBA, INC. | ||
| By: | /S/ JAMES W. FRANKOLA | |
James W. Frankola Executive Vice President and Chief Financial Officer (Principal Financial and Accounting Officer) | ||
Date: August 3, 2007
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