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 5, 2015
United Online, Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware | | 000-33367 | | 77-0575839 |
(State or Other Jurisdiction
of Incorporation) | | (Commission File
Number) | | (IRS Employer
Identification No.) |
21255 Burbank Boulevard, Suite 400
Woodland Hills, California 91367
(Address of Principal Executive Offices) (Zip Code)
Telephone: (818) 287-3000
(Registrant’s telephone number, including area code)
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 (see General Instruction A.2. below):
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.
(a) The 2015 annual meeting of stockholders (the “Annual Meeting”) of United Online, Inc. (the “Company”) was held on June 5, 2015, at the Hilton Woodland Hills in Woodland Hills, California. At the Annual Meeting, the Company’s stockholders voted on three proposals.
(b) At the Annual Meeting, (1) all of the Company’s nominees for director were elected; (2) the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2015 was ratified; and (3) the advisory resolution regarding the compensation of the Company’s named executive officers was approved. The voting results were as follows:
Proposal 1: Election of Directors
| | For | | Against | | Abstain | | Broker Non-Votes | |
James T. Armstrong | | 9,726,416 | | 590,078 | | 101,779 | | 2,508,525 | |
Andrew Miller | | 9,793,193 | | 523,305 | | 101,775 | | 2,508,525 | |
Kenneth D. Denman | | 9,642,574 | | 675,885 | | 99,814 | | 2,508,525 | |
Proposal 2: Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2015
For | | Against | | Abstain | |
12,793,874 | | 59,223 | | 73,701 | |
Proposal 3: Advisory vote regarding the compensation of the Company’s named executive officers
For | | Against | | Abstain | | Broker Non-Votes | |
9,544,578 | | 798,427 | | 75,268 | | 2,508,525 | |
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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.
Date: June 10, 2015 | UNITED ONLINE, INC. |
| |
| |
| /s/ Francis Lobo |
| Francis Lobo |
| President and Chief Executive Officer |
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