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 24, 2012
VERSANT CORPORATION
(Exact name of Registrant as Specified in its Charter)
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| | | | |
| California | | 000-28540 | | 94-3079392 |
(State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification Number) |
255 Shoreline Drive, Suite 450
Redwood City, California 94065
(Address of Principal Executive Offices, including Zip Code)
(650) 232-2400
(Registrant’s Telephone Number, including Area Code)
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):
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.
Matters Voted on at 2012 Annual Meeting of Shareholders. Versant Corporation (“Versant” or the “Company”) held its 2012 Annual Meeting of Shareholders (the “Meeting”) on August 24, 2012. Set forth below are descriptions of the matters voted on at the Meeting and the results of the voting at the Meeting.
1. Election of Directors. At the Meeting, the shareholders voted to elect the Board of Directors and the following individuals (who constitute all of the Company’s directors) were elected to the Company’s Board of Directors, each to serve until the next Annual Meeting of Shareholders and until his successor has been duly elected and qualified or until his earlier resignation or removal:
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| | | | | | | | | |
| Nominee | | For | | Withheld | | Broker Non-Votes |
| Mr. Uday Bellary | | 1,084,337 |
| | 697,632 |
| | 490,736 |
|
| Mr. Anthony Bettencourt | | 1,745,045 |
| | 36,924 |
| | 490,736 |
|
| Dr. Robert Brammer | | 1,745,045 |
| | 36,924 |
| | 490,736 |
|
| Mr. William Henry Delevati | | 768,891 |
| | 1,013,078 |
| | 490,736 |
|
| Dr. Herbert May | | 768,891 |
| | 1,013,078 |
| | 490,736 |
|
| Mr. Bernhard Woebker | | 1,744,905 |
| | 37,064 |
| | 490,736 |
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2. Ratification of Appointment of Independent Accountants. At the Meeting, shareholders voted on a proposal to ratify the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending October 31, 2012 and the voting results on this proposal were as follows:
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| | | | | | |
| For | | Against | | Abstentions | | Broker Non-Votes |
| 2,267,522 | | 4,752 | | 431 | | — |
As a smaller reporting company (as defined in 17 CFR 240.12b-2), Versant will not be subject to Exchange Act Section 14A(a) and Rule 14a-21(a) and (b) until the first annual or other meeting of shareholders at which directors will be elected and for which the rules of the Commission require executive compensation disclosure pursuant to Item 402 of Regulation S-K (17 CFR 229.402) occurring on or after January 21, 2013.
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.
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| | VERSANT CORPORATION |
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| Date: August 24, 2012 | By: | /s/ Jerry Wong |
| | Jerry Wong, Chief Financial Officer |
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