UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) June 23, 2011
Smith Micro Software, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 0-26536 | 33-0029027 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| 51 Columbia, Aliso Viejo, California | 92656 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code (949) 362-5800
None
(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:
o Written communications pursuant to Rule 425 under the Securities Act
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act
o Pre-commencement communications pursuant to Rule 4d-2(b) under the Exchange Act
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 23, 2011, Smith Micro Software, Inc. (the “Company”) held its 2011 Annual Meeting of
Stockholders (the “Annual Meeting”). Four proposals were submitted to, and approved by,
stockholders at the Annual Meeting. The proposals were described in detail in the Company’s proxy
statement for the Annual Meeting filed with the Securities and Exchange Commission on April 29,
2011. The final results for the votes regarding each proposal are set forth below.
1. Stockholders elected two directors to the Company’s Board of Directors to hold office until
the 2014 Annual Meeting of Stockholders or until their successors are duly elected and qualified.
The votes regarding this proposal were as follows:
| Name of Nominee | For | Withheld | ||||||
William W. Smith, Jr. |
21,502,246 | 837,064 | ||||||
William C. Keiper |
21,089,750 | 1,249,560 | ||||||
2. The non-binding advisory resolution on executive compensation was approved. The votes
regarding this proposal were as follows:
| For | Against | Abstained | Broker Non-Votes | |||
16,033,566
|
6,274,141 | 31,603 | 7,829,309 |
3. Stockholders gave advisory approval of a one-year frequency for future votes on executive
compensation. The votes regarding this proposal were as follows:
| One Year | Two Years | Three Years | Abstained | |||
| 17,142,653 | 2,670,506 | 2,489,746 | 36,405 |
4. Stockholders ratified the selection of SingerLewak LLP as the Company’s independent
registered public accounting firm for the fiscal year ending December 31, 2011. The votes
regarding this proposal were as follows:
| For | Against | Abstained | Broker Non-Votes | |||
| 29,062,921 | 1,043,223 | 62,475 | 0 |
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.
| SMITH MICRO SOFTWARE, INC. (Registrant) |
||||
| Date: June 24, 2011 | By: | /s/ Andrew C. Schmidt | ||
| Name: | Andrew C. Schmidt | |||
| Title: | Vice President and Chief Financial Officer | |||