UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
____________________________________________________________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of The Securities Exchange Act of 1934
May 9, 2024
Date of Report (Date of earliest event reported)
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A10 NETWORKS, INC.
(Exact name of the registrant as specified in its charter)
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| Delaware | 001-36343 | 20-1446869 | ||||||
| (State or Other Jurisdiction of Incorporation or Organization) | (Commission File Number) | (I.R.S. Employer Identification Number) | ||||||
2300 Orchard Parkway
San Jose, CA 95131
(Address of principal executive offices, including zip code)
(408) 325-8668
(Name and telephone number, including area code, of the person to contact in connection with this report)
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 (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))
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Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol(s) | Name of each exchange on which registered | ||||||||||||
| Common stock, $0.00001 par value per share | ATEN | New York Stock Exchange | ||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.07 Submission of Matters to a Vote of Security Holders
A10 Networks, Inc. (the “Company”) held its 2024 Annual Meeting of Stockholders on May 9, 2024 (the “Annual Meeting”). There were 74,495,213 shares of common stock entitled to vote at the Annual Meeting, of which 69,707,749 (93.57%) shares were voted in person or by proxy. The Company’s stockholders voted upon and approved the following proposals at the Annual Meeting:
Proposal 1: The election of the directors named below to hold office until the Company’s 2025 annual meeting of stockholders and until their successors are duly elected and qualified, subject to earlier resignation or removal:
| For | Withhold | Broker Non-Votes | |||||||||
| Tor R. Braham | 62,397,120 | 590,754 | 6,719,875 | ||||||||
| Peter Y. Chung | 57,744,816 | 5,243,058 | 6,719,875 | ||||||||
| Eric Singer | 27,508,435 | 35,479,439 | 6,719,875 | ||||||||
| Dhrupad Trivedi | 60,106,626 | 2,881,248 | 6,719,875 | ||||||||
| Dana Wolf | 62,439,646 | 548,228 | 6,719,875 | ||||||||
Proposal 2: A non-binding advisory vote to approve the Company’s executive compensation:
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 60,961,409 | 1,953,851 | 72,614 | 6,719,875 | ||||||||
Proposal 3: The ratification of the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024:
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 69,524,504 | 18,321 | 164,924 | — | ||||||||
SIGNATURE
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: May 10, 2024
| A10 NETWORKS, INC. | |||||
| By: /s/ Scott Weber | |||||
| Scott Weber | |||||
| General Counsel | |||||