Document


 
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 1, 2016

 
CARBONITE, INC.
(Exact name of registrant as specified in its charter)
 
Delaware
 
001-35264
 
33-1111329
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
Two Avenue de Lafayette, Boston, Massachusetts 02111
(Address of principal executive offices, including ZIP code)
(617) 587-1100
(Registrant’s telephone number, including area code)

 
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 C.F.R. §230.425)
¬
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 C.F.R. §230.14a-12)
¬
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 C.F.R. §14d-2(b))
¬
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 C.F.R. §13e-4(c))

 






Item 5.07    Submission of Matters to a Vote of Security Holders.
At the annual meeting of stockholders of Carbonite, Inc. (the “Company”) held on June 1, 2016 (the “2016 Annual Meeting”), there were 18,737,381 shares of the Company’s common stock represented in person or by proxy, constituting 69.59% of the shares of the Company’s common stock issued and outstanding and entitled to vote at the 2016 Annual Meeting, and the Company’s stockholders voted upon the following proposals:
1.
The following nominees were elected to the Company’s Board of Directors as Class I directors for terms expiring at the 2019 annual meeting of stockholders.
 
Votes For
 
Votes Withheld
 
Broker Non-Votes
Charles Kane
13,741,233
 
620,565
 
4,375,583
Stephen Munford
13,803,546
 
558,252
 
4,375,583
Following the 2016 Annual Meeting, Jeffry Flowers, David Friend and Todd Krasnow, having terms expiring in 2017, and Mohamad Ali, Scott Daniels and Peter Gyenes, having terms expiring in 2018, will continue as directors of the Company.
2.
The selection of Ernst & Young LLP as the Company’s independent public accounting firm for the fiscal year ending December 31, 2016 was ratified.
Votes For
 
Votes Against
 
Votes Abstained
18,382,138
 
74,772
 
280,471
3.
The Company’s stockholders approved, in a non-binding, advisory vote, the compensation of the Company’s named executive officers.
Votes For
 
Votes Against
 
Votes Abstained
 
Broker Non-Votes
14,024,585
 
51,077
 
286,136
 
4,375,583





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 on June 1, 2016.

 
 
 
 
 
CARBONITE, INC.
 
 
 
 
By:
 
/s/ Danielle Sheer
 
Name:
 
Danielle Sheer
 
Title:
 
General Counsel, Vice President and Corporate Secretary