UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): January 20, 2012

 

 

ARIBA, INC.

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Delaware   000-26299   77-0439730

(State or Other Jurisdiction of

Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

910 Hermosa Court, Sunnyvale,

California

  94085
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (650) 390-1000

Not Applicable

(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:

 

¨ 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.

At the Annual Meeting of stockholders, held on January 20, 2012, the stockholders of Ariba, Inc. (the “Company”) 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 Proxy Statement.

Proposal No. 1: Elect three members of the Board of Directors to serve for a three-year term.

 

Name

  

Votes For

  

Withheld

  

Broker Non-Votes

Harriet Edelman

   65,464,492    15,204,439    9,138,455

Richard A. Kashnow

   65,490,169    15,178,762    9,138,455

Robert D. Johnson

   65,370,897    15,298,034    9,138,455

Proposal No. 2: Advisory vote on the compensation of the Company’s named executive officers.

 

Votes For

  

Against

  

Abstain

  

Broker Non-Votes

63,671,223

   16,318,254    679,453    9,138,455

Proposal No. 3: Advisory vote on the frequency of future advisory votes on the compensation of the Company’s named executive officers.

 

1 Year

  

2 Years

  

3 Years

  

Abstain

74,137,652

   2,608,723    3,575,236    347,320

Proposal No. 4: Ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for our fiscal year ending on September 30, 2012.

 

Votes For

  

Against

  

Abstain

  

Broker Non-Votes

89,534,313

   126,478    146,595   

Item 5.07(d)

At the Company’s Annual Meeting, the Company’s stockholders voted on, among other matters, a proposal on the frequency of future stockholder advisory votes regarding compensation awarded to named executive officers. As reported above, the frequency of once every year received the highest number of votes cast, as well as a majority of the votes cast on the proposal. Based on these results, and consistent with the Company’s recommendation, the Company’s Board of Directors has determined that the Company will conduct future stockholder advisory votes regarding compensation awarded to its named executive officers once every year until the next advisory vote regarding frequency.


SIGNATURE

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.

 

    ARIBA, INC.
DATE: January 23, 2012     By:  

/s/ Ahmed Rubaie

      Ahmed Rubaie
      Executive Vice President and Chief Financial Officer