UNITED STATES
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): December 11,
2018
UBIQUITI NETWORKS, INC.
(Exact
name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
|
001-35300
(Commission File Number)
|
|
32-0097377
(IRS Employer Identification No.)
|
685 Third Avenue, 27th Floor
New York, New York 10017
(Address of principal executive offices, including zip
code)
|
(646) 780-7958
(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 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))
Indicate
by check mark whether the registrant is an emerging growth company
as defined in Rule 405 of the Securities Act of 1933 (§
230.405 of this chapter) or Rule 12b-2 of the Securities Exchange
Act of 1934 (§ 240.12b-2 of this chapter).
Emerging
Growth Company [ ]
If an
emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided
pursuant to Section 13(a) of the Exchange
Act.
[ ]
Item 5.07
Submission
of Matters to a Vote of Security Holders.
On
December 11, 2018, Ubiquiti Networks, Inc. (the
“Company”) held its Annual Meeting of Stockholders. The
stockholders voted on the following proposals and cast their votes
as described below.
Proposal
1: To elect two Class I directors to serve until the third annual
meeting of the Company’s stockholders following their
election or until their successors are duly elected and qualified,
subject to earlier death, resignation or removal. This proposal was
approved.
|
For
|
Withhold
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Broker Non-Votes
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Michael
E. Hurlston
|
64,989,849
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1,968,856
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3,532,860
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Rafael
Torres
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64,727,249
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2,231,456
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3,532,860
|
Proposal
2: To ratify the appointment of KPMG LLP as the Company’s
independent registered public accounting firm for the fiscal year
ending June 30, 2019. This proposal was approved.
For
|
Against
|
Abstain
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70,359,939
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108,325
|
23,301
|
Proposal
3: To conduct a non-binding advisory vote to approve named
executive officer compensation. This proposal was
approved.
For
|
Against
|
Abstain
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Broker Non-Votes
|
66,850,101
|
92,910
|
15,694
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3,532,860
|
Proposal
4: To conduct a non-binding advisory vote on the frequency of
holding future advisory stockholder vote on executive officer
compensation. The option “Two Years” was
approved.
On Year
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Two Years
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Three Years
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Abstain
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Broker Non-Votes
|
4,135,994
|
62,774,584
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41,492
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6,635
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3,532,860
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SIGNATURES
Pursuant to the
requirements of the Securities Exchange Act of 1934, as amended,
the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
Date: December 12,
2018
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Ubiquiti Networks,
Inc.
By:
/s/ Robert J.
Pera
Name:
Robert J. Pera
Title:
Chief Executive Officer
|