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): 01/20/2010
QUANTUM CORPORATION
(Exact name of registrant as specified in its charter)
Commission File Number: 1-13449
Delaware | | 94-2665054 |
(State or other jurisdiction of | | (IRS Employer |
incorporation) | | Identification No.) |
1650 Technology Drive
Suite 800
San Jose, CA 95110
(Address of principal executive offices, including zip code)
408-944-4000
(Registrant’s telephone number, including area code)
(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:
[ ] 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 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
On January 20, 2010, the Board of Directors (the "Board") of Quantum Corporation (the "Company") approved and adopted an amendment to the Company's bylaws to implement a majority vote standard for directors in an uncontested election of directors (the "Amendment"). Under the majority vote standard, in order to be elected to the Board in an uncontested election, a nominee director must receive a greater number of votes "for" than votes "against." The bylaws retain plurality voting for contested elections. The Amendment became effective upon adoption by the Board.In connection with the Amendment, the Board also adopted a policy in furtherance of the majority voting principles of the Amendment. Under the Board's policy, in uncontested elections, an incumbent director nominee who does not receive the required votes for re-election is expected to tender his or her resignation to the Board. The Corporate Governance and Nominating Committee will recommend to the Board whether to accept or reject the tende red resignation, and the Board will act on the committee's recommendation.
The foregoing description of the Amendment is qualified in its entirety by reference to the full text of the Amendment, a copy of which is attached hereto as Exhibit 3.1 and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.The following exhibit is filed herewith:
Number Description
3.1 Certificate of Amendment to the Bylaws of Quantum Corporation, as adopted on January 20, 2010
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.
| | | | | | | QUANTUM CORPORATION |
| |
| |
| Date: January 26, 2010 | | | | By: | | /s/ Shawn D. Hall
|
| | | | | | | | | Shawn D. Hall |
| | | | | | | | | Senior Vice President, General Counsel and Secretary |
| |
| |
EXHIBIT INDEX
Exhibit No.
| | Description
|
| EX-3.1 | | Certificate of Amendment to the Bylaws of Quantum Corporation, as adopted on January 20, 2010 |
