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8-K

Extreme Networks Inc (EXTR)

8-K 2020-11-06 For: 2020-11-05
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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): November 5, 2020

EXTREME NETWORKS, INC.

(Exact name of registrant as specified in its charter)

Delaware 000-25711 77-0430270
(State or other jurisdiction<br><br><br>of incorporation) (Commission<br><br><br>File No.) (I.R.S. Employer<br><br><br>Identification No.)

6480 Via Del Oro

San Jose, California 95119

(Address of principal executive offices)

Registrant's telephone number, including area code:

(408) 579-2800

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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading<br><br><br>Symbol(s) Name of each exchange on which registered
Common Stock EXTR NASDAQ Global Select Market

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.

(a) On November 5, 2020, Extreme Networks, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”). There were 122,917,092 shares entitled to be voted and 107,870,728 shares were voted in person or by proxy at the Annual Meeting.

(b) The following proposals were considered and voted on by the stockholders at the Annual Meeting and the results below were certified by the Inspector of Elections:

Proposal 1 - The following seven director nominees were elected for a one-year term:

For Withheld Broker Non-Votes
Charles P. Carinalli 82,889,401 2,783,133 22,198,194
Kathleen M. Holmgren 83,753,812 1,918,722 22,198,194
Rajendra Khanna 84,403,701 1,268,833 22,198,194
Edward H. Kennedy 83,870,615 1,801,919 22,198,194
Edward B. Meyercord 84,315,916 1,356,618 22,198,194
John C. Shoemaker 78,875,507 6,797,027 22,198,194
Ingrid J. Burton 83,775,776 1,896,758 22,198,194

Proposal 2 – The stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers:

For Against Abstain Broker Non-Votes
Votes 81,863,529 3,119,787 689,218 22,198,194

Proposal 3 - The appointment of Ernst & Young LLP as independent auditors for the Company for the fiscal year ending June 30, 2021 was ratified:

For Against Abstain
Votes 106,286,929 963,905 619,894

Proposal 4 - Amendment No. 8 to the Company’s Amended and Restated Rights Agreement to extend the agreement until May 31, 2021 was ratified:

For Against Abstain Broker Non-Votes
Votes 77,489,221 7,577,704 605,609 22,198,194

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.

Date: November 6, 2020

EXTREME NETWORKS, INC.
By: /s/ KATAYOUN MOTIEY
Katayoun Motiey
Chief Administrative and Sustainability Officer