bsqr-8k_20150616.htm

 

 

 

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 16, 2015

 

BSQUARE CORPORATION

(Exact name of Registrant as specified in its charter)

 

 

Washington

 

000-27687

 

91-1650880

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer Identification No.)

110 110th Ave NE, Suite 300

Bellevue, WA 98004

425-519-5900

(Address and Telephone Number of Registrant’s Principal Executive Offices)

 

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))

 

 

 

 

 

 


 

Item 5.07. Submission of Matters to a Vote of Security Holders.

On June 16, 2015, at the 2015 Annual Meeting of Shareholders (the “Annual Meeting”) of BSQUARE Corporation (the “Company”), the Company’s shareholders approved the four proposals listed below. The final results for the votes regarding each proposal are set forth below. The proposals are described in detail in the Company’s definitive proxy statement for the Annual Meeting, filed with the Securities and Exchange Commission on April 30, 2015.

1.

To elect Jerry D. Chase and William D. Savoy as Class III Directors, to serve for the ensuing three years and until their successors are duly elected and qualified.

 

Name

 

Votes For

 

Votes Withheld

 

Broker Non-Votes

Jerry D. Chase

 

5,105,571

 

190,933

 

4,860,368

William D. Savoy

 

4,755,023

 

541,481

 

4,860,368

2.

To approve on an advisory basis the compensation of the Company’s named executive officers.

 

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

4,677,360

 

607,808

 

11,336

 

4,860,368

3.

To approve an amendment to the Company’s Fourth Amended and Restated Stock Plan.

 

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

4,787,280

 

500,238

 

8,986

 

4,860,368

 

4.

To ratify the appointment of Moss Adams LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2015.

 

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

10,026,948

 

92,775

 

37,149

 

 

 

 


 

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.

 

 

 

BSQUARE CORPORATION

 

 

 

 

 

Date: June 18, 2015

 

By:

 

/s/ Martin L. Heimbigner

 

 

 

 

Chief Financial Officer, Secretary and

 

 

 

 

Treasurer