Annual Meeting 8-K
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
May 9, 2013
Date of Report (Date of earliest event reported)
SOLARWINDS, INC.
(Exact name of registrant as specified in its charter)
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Delaware | | 001-34358 | | 73-1559348 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
3711 South MoPac Expressway
Building Two
Austin, Texas 78746
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (512) 682-9300
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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¨ | 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)) |
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Item 5.07 | Submission of Matters to a Vote of Security Holders. |
SolarWinds, Inc. (“SolarWinds”) held its 2013 annual meeting of stockholders on May 9, 2013. The matters voted upon at the meeting and the results of those votes were as follows:
Proposal One: Election of Class I Directors
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Board Nominee | For | Withheld | Broker Non-Votes |
J. Benjamin Nye | 45,950,246 | 18,375,111 | 2,575,395 |
Kevin B. Thompson | 48,614,230 | 15,711,127 | 2,575,395 |
Proposal Two: Ratification of PricewaterhouseCoopers LLP as 2013 independent public accounting firm
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For | Against | Abstain | Broker Non-Votes |
66,548,445 | 348,809 | 3,498 | — |
Proposal Three: Approval, by non-binding vote, of the compensation of the named executive officers
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For | Against | Abstain | Broker Non-Votes |
62,621,702 | 1,685,351 | 18,304 | 2,575,395 |
Proposal Four: Approval of adjournment or postponement of the annual meeting (if necessary) |
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For | Against | Abstain | Broker Non-Votes |
42,649,953 | 21,427,084 | 248,320 | 2,575,395 |
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.
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| | | SOLARWINDS, INC. |
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Dated: | May 13, 2013 | By: | /s/ KEVIN B. THOMPSON |
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| | | Kevin B. Thompson |
| | | President and Chief Executive Officer |