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): August 18, 2020
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| Quantum Corporation |
| (Exact name of registrant as specified in its charter) |
| | | | | | | | | | | | | | | | | |
| Delaware | | | 001-13449 | | 94-2665054 |
| (State or other jurisdiction of incorporation or organization) | | | (Commission File No.) | | (I.R.S. Employer Identification No.) |
| | | | | |
| 224 Airport Parkway | Suite 550 | | | | |
| San Jose | CA | | | | 95110 |
| (Address of Principal Executive Offices) | | | | | (Zip Code) |
| | | | | |
| (408) | | 944-4000 |
| Registrant's telephone number, including area code | |
| | |
|
| (Former name, former address and former fiscal year, if changed since last report) |
Securities registered pursuant to Section 12(b) of the Act:
| | | | | | | | | | | | | | |
| Title of each class | | Trading Symbol | | Name of each exchange on which registered |
| Common Stock, $0.01 par value per share | | QMCO | | Nasdaq Global Market |
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))
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.
The following is a brief description of each matter submitted to a vote at the Annual Meeting of the stockholders of Quantum Corporation (the “Company”) held on August 18, 2020, as well as the number of votes with respect to each matter. For more information about these proposals, please refer to the Company’s definitive proxy statement on Schedule 14A filed with the SEC on July 2, 2020.
Proposal 1 - Election of Directors. Proposal to elect five directors to serve until the 2021 annual meeting or until their successors are duly elected and qualified, or until their earlier death, resignation or removal:
| | | | | | | | | | | | | | |
| For | Against | Abstain | Broker Non-Votes |
| John A. Fichthorn | 18,110,780 | 453,129 | 29,721 | 15,403,507 |
| Rebecca J. Jacoby | 18,391,552 | 191,943 | 10,135 | 15,403,507 |
| James J. Lerner | 18,436,254 | 149,997 | 7,379 | 15,403,507 |
| Raghavendra Rau | 18,382,863 | 202,463 | 8,304 | 15,403,507 |
| Marc E. Rothman | 18,302,965 | 278,799 | 11,866 | 15,403,507 |
Proposal 2 Ratification of the Independent Registered Public Accounting Firm. Proposal to ratify the appointment of Armanino LLP as the Company’s independent registered public accounting firm for the fiscal year ending March 31, 2021:
| | | | | | | | |
| For | Against | Abstain |
| 33,691,536 | 149,451 | 156,150 |
Proposal 3 Advisory Vote on Named Executive Officer Compensation. Proposal to adopt the below resolution to approve, on an advisory basis, the compensation of the named executive officers of the Company:
“RESOLVED, that the Company’s stockholders approve, on an advisory basis, the compensation of the named executive officers, as disclosed in the Company’s Proxy Statement for the Annual Meeting of Stockholders pursuant to the compensation disclosure rules of the Securities and Exchange Commission, including the Compensation Discussion and Analysis, the Summary Compensation table and the supporting tabular and narrative disclosure on executive compensation.”
| | | | | | | | | | | |
| For | Against | Abstain | Broker Non-Votes |
| 17,599,585 | 404,137 | 589,908 | 15,403,507 |
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.
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| | | Quantum Corporation | |
| | | (Registrant) | |
| | | | |
| August 20, 2020 | | /s/ J. Michael Dodson | |
| (Date) | | J. Michael Dodson | |
| | | Chief Financial Officer | |
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