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
 
May 23, 2011 (May 19, 2011)
Date of Report (Date of earliest event reported)
 
Convio, Inc.
 
(Exact name of registrant as specified in its charter)
Delaware
001-34707
74-2935609
(State or other jurisdiction of
incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
 
11501 Domain Drive, Suite 200, Austin, Texas 78758
(512) 652-2600
(Address of principal executive offices)
(Registrant’s Telephone Number)
 
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:
 
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.
 
On May 19, 2011, Convio, Inc. (the “Company”) held its Annual Meeting of Stockholders. The matters voted upon at the meeting and the results of those votes were as follows:
 
Proposal 1 - Election of Class I Director
 
 
Votes For
 
Votes Withheld
 
Votes Abstaining
 
Broker Non-Votes
M. Scott Irwin
 
12,948,323
 
 
405,703
 
 
 
 
1,889,059
 
 
Proposal 2 - Approval, by non-binding vote, of the compensation of the Company's Named Executive Officers as disclosed in the Company's Proxy Statement
Votes For
 
Votes Against
 
Votes Abstaining
 
Broker Non-Votes
12,969,840
 
 
14,528
 
 
369,658
 
 
1,889,059
 
 
Proposal 3 - Recommendation, by non-binding vote, of the frequency of advisory votes on the executive compensation of the Company's Named Executive Officers
3 Years
 
2 Years
 
1 Year
 
Votes Abstaining
 
Broker Non-Votes
6,873,078
 
 
13,714
 
 
6,461,698
 
 
5,536
 
 
1,889,059
 
 
In accordance with the results of this advisory vote and consistent with the Company's recommendation, the Company intends to hold future advisory votes on the compensation of its Named Executive Officers every three years until the next required vote on the frequency of stockholder votes on the compensation of the Company's Named Executive Officers.
 
Proposal 4 - Ratification of the appointment of Ernst & Young LLP as independent registered public accounting firm for the fiscal year ending December 31, 2011
Votes For
 
Votes Against
 
Votes Abstaining
 
Broker Non-Votes
14,802,037
 
 
2,475
 
 
438,573
 
 
 
 

 

 

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:
May 23, 2011
By:
/s/ JAMES R. OFFERDAHL
 
 
 
James R. Offerdahl
 
 
 
Chief Financial Officer and Vice
President of Administration (Principal
Financial and Accounting Officer)