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 13, 2012
VALUEVISION MEDIA, INC.
(Exact Name of Registrant as Specified in its Charter)
| Minnesota | 0-20243 | 41-1673770 | ||
| (State of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) | ||
| 6740 Shady Oak Road Eden Prairie, Minnesota |
55344-3433 | |||
| (Address of Principal Executive Offices) | (Zip Code) | |||
(952) 943-6000
(Registrant’s Telephone Number, Including Area Code)
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 (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.
ValueVision Media, Inc. (the “Company”) held its Annual Meeting of Shareholders on June 13, 2012. The final voting results and the votes used to determine the results for each proposal brought before the meeting were as follows:
| 1. | A proposal to elect eight members to the Board of Directors. Each of the following directors were elected based on the votes listed below: |
| Nominee |
For | Withheld | Broker Non-Votes | |||||||||
| Joseph F. Berardino |
26,600,276 | 2,460,176 | 15,553,149 | |||||||||
| John D. Buck |
26,271,894 | 2,788,558 | 15,553,149 | |||||||||
| Catherine Dunleavy |
26,481,929 | 2,578,523 | 15,553,149 | |||||||||
| William F. Evans |
26,611,576 | 2,448,876 | 15,553,149 | |||||||||
| Patrick O. Kocsi |
26,490,899 | 2,569,553 | 15,553,149 | |||||||||
| Sean F. Orr |
26,478,784 | 2,581,668 | 15,553,149 | |||||||||
| Randy S. Ronning |
26,390,657 | 2,669,795 | 15,553,149 | |||||||||
| Keith R. Stewart |
26,489,815 | 2,570,637 | 15,553,149 | |||||||||
| 2. | A proposal to ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending February 2, 2013. The proposal obtained approval based on the following vote: |
| For |
Against |
Abstain | ||
| 41,948,361 |
2,595,239 | 70,001 |
| 3. | A proposal to approve, on an advisory basis, the 2011 compensation of the Company’s named executive officers as disclosed in the Company’s proxy statement for its 2012 Annual Meeting of Shareholders. The proposal obtained advisory approval based on the following vote: |
| For |
Against | Abstain | Broker Non-Votes | |||
| 26,134,423 | 2,649,654 | 276,375 | 15,553,149 |
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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.
| VALUEVISION MEDIA, INC. | ||||||
| Date: June 18, 2012 | /s/ Teresa Dery | |||||
| Teresa Dery | ||||||
| Senior Vice President and General Counsel | ||||||
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