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): June 3, 2014
IKANOS COMMUNICATIONS, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 000-51532 | 73-1721486 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| 47669 Fremont Boulevard Fremont, California |
94538 | |
| (Address of principal executive offices) | (Zip Code) |
(510) 979-0400
(Registrant’s telephone number, including area code)
N/A
(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 obligations 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. |
On June 3, 2014, Ikanos Communications, Inc. (the “Company”) held its annual meeting of stockholders. The final voting results on each of the matters submitted to a vote of the Company’s stockholders at the annual meeting are set forth below. Each proposal was approved by the Company’s stockholders. Each proposal is described in more detail in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 23, 2014. For each of the proposals below, a quorum was present.
Proposal 1. Election of the following nominees for Class III directorships; each for a term of three years or until his successor is duly elected and qualified. The results of the voting were as follows:
Diosdado Banatao
Tallwood III, L.P. is the only stockholder eligible to vote for this seat; Tallwood III, L.P. has voted for the re-election of Mr. Banatao as a Class III director.
Jason W. Cohenour
| For: 44,915,631 | Withheld: 11,435,474 | Broker Non-Votes: 35,232,420 |
Omid Tahernia
| For: 44,925,826 | Withheld: 11,425,279 | Broker Non-Votes: 35,232,420 |
Proposal 2. Ratification of the appointment of Moss Adams LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 28, 2014. The results of the voting were as follows:
| For: 90,804,448 | Against: 776,940 | Abstain: 2,137 |
Proposal 3. Approval of the Restated Certificate of Incorporation to increase the number of authorized shares of the Company’s common stock from 150,000,000 to 200,000,000. The results of the voting were as follows:
| For: 88,052,512 |
Against: 2,842,555 |
Abstain: 688,458 |
Proposal 4. Approval of the 2014 Stock Incentive Plan. The results of the voting were as follows:
| For: 48,224,496 | Against: 7,845,153 | Abstain: 281,456 | Broker Non-Votes: 35,232,420 |
Proposal 5. Advisory vote on the Company’s executive compensation. The results of the voting were as follows:
| For: 51,484,968 | Against: 4,575,651 | Abstain: 290,486 | Broker Non-Votes: 35,232,420 |
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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.
Dated: June 5, 2014
| IKANOS COMMUNICATIONS, INC. | ||
| By: | /S/ DENNIS BENCALA | |
| Dennis Bencala | ||
| Chief Financial Officer and Vice President of Finance | ||
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