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): December 5, 2013
ARUBA NETWORKS, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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001-33347
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02-0579097
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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1344 Crossman Ave.
Sunnyvale, CA 94089
(Address of principal executive offices, including zip code)
(408) 227-4500
(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):
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¨
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 5.07
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Submission of Matters to a Vote of Security Holders.
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On December 5, 2013, Aruba Networks, Inc. (“Aruba” or the “Company”) held its Annual Meeting of Stockholders for its fiscal year ended July 31, 2013 (the “Annual Meeting”). At the Annual Meeting, there were represented, either in person or by proxy, 100,666,352 shares of the Company’s common stock (“Common Stock”) out of a total of 110,092,031 shares of Common Stock outstanding and entitled to vote at the Annual Meeting, or approximately 91% of the shares outstanding and entitled to vote. The Company’s stockholders voted on the following three proposals presented at the Annual Meeting, casting their votes as follows:
Proposal One – Election of Directors
The table below presents the voting results of the election of eight directors to Aruba’s Board of Directors by the Company’s stockholders:
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Nominee
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Votes For
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Votes Withheld
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Broker Non-Votes
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Dominic P. Orr
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80,926,613
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6,206,490
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13,533,249
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Keerti Melkote
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85,557,201
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1,575,902
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13,533,249
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Bernard Guidon
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79,417,249
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7,715,854
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13,533,249
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Emmanuel Hernandez
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85,699,939
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1,433,164
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13,533,249
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Michael R. Kourey
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85,699,282
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1,433,821
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13,533,249
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Willem P. Roelandts
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85,345,753
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1,787,350
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13,533,249
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Juergen Rottler
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85,552,334
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1,580,769
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13,533,249
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Daniel Warmenhoven
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85,280,022
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1,853,081
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13,533,249
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Proposal Two – Ratification of Appointment of Independent Registered Public Accounting Firm
The Company’s stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending July 31, 2014 by the following votes:
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Votes For
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Votes Against
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Abstentions
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Broker Non-Votes
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98,265,759
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1,640,316
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760,277
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—
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Proposal Three – Non-Binding Advisory Vote on Executive Compensation
The Company’s stockholders cast their votes with respect to the non-binding advisory vote on executive compensation as follows:
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Votes For
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Votes Against
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Abstentions
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Broker Non-Votes
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84,643,439
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1,815,603
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674,061
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13,533,249
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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.
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ARUBA NETWORKS, INC.
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Date: December 10, 2013
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By:
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/s/ Ava M. Hahn
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Ava M. Hahn
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General Counsel and Secretary
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