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 2, 2016
RIGHTSIDE GROUP, LTD.
(Exact name of Registrant as Specified in Its Charter)
Delaware | | 001-36262 | | 32-0415537 |
(State or Other Jurisdiction
of Incorporation) | | (Commission
File Number) | | (IRS Employer Identification No.) |
5808 Lake Washington Blvd. NE, Suite 300
Kirkland, WA | | 98033 |
(Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s Telephone Number, Including Area Code: (425) 298-2500
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 Instructions 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.
On June 2, 2016, Rightside Group, Ltd. (the “Company”) held its 2016 Annual Meeting of Stockholders (the “Annual Meeting”) at the Woodmark Hotel located at 1200 Carillon Point, Kirkland, Washington 98033. At the Annual Meeting, 17,848,362 shares were represented in person or by proxy, constituting approximately 93% of the Company's outstanding shares as of April 6, 2016, the record date for the Annual Meeting.
The Company’s stockholders voted on two proposals, each of which is described in more detail in the Company’s definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on April 21, 2016. The following is a brief description of each matter voted upon and the certified voting results.
Proposal 1 - Election of Class II Directors
Stockholders elected each of the two nominees for Class II director to serve until the Company’s 2019 Annual Meeting of Stockholders or until his respective successor has been duly elected and qualified. The voting results were as follows:
| | | | |
Director Name | Votes For | Votes Withheld | Broker Non-Votes | Percentage of Votes in Favor |
David E. Panos | 12,151,681 | 1,272,040 | 4,424,641 | 90.52% |
Richard C. Spalding | 12,156,542 | 1,267,179 | 4,424,641 | 90.56% |
Proposal 2 - Ratification of the Independent Registered Public Accounting Firm
Stockholders ratified the appointment of PricewaterhouseCoopers LLP to serve as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2016. The voting results were as follows:
| | | | |
Votes For | Votes Against | Abstentions | Broker Non-Votes | Percentage of Votes in Favor |
16,779,782 | 1,041,418 | 27,162 | — | 94.01% |
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
RIGHTSIDE GROUP, LTD. |
(Registrant) |
| |
By: | | /s/ Rick Danis |
| | Rick Danis |
| | General Counsel and Corporate Secretary |
Date: June 3, 2016
