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Form 8-K Bridgeline Digital, Inc. For: Apr 29

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May 2, 2016 9:57 AM EDT

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): April 29, 2016

 

 

 

BRIDGELINE DIGITAL, INC.

 

 

(Exact name of registrant as specified in its charter)

 

 

 

 

Delaware 

001-33567

 

 52-2263942

(State or other

(Commission

 

 (IRS Employer

jurisdiction of 

File Number)

 

 Identification No.)
incorporation)      

 

80 Blanchard Road

Burlington, MA 01803

(Address of principal executive offices, including zip code)

 

 

 

     (781) 376-5555     

(Registrant’s telephone number, including area code)

 

 

 

(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

 

[  ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act

 

[  ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

 

[  ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

 

 
 
 

 

Item 5.07 Submission of Matters to a Vote of Security Holders

 

On April 29, 2016, Bridgeline Digital, Inc. (the “Company”) held its Annual Meeting of Shareholders. The following is a summary of the matters voted on at the meeting:

 

(1)

The results of the voting for the election of two directors each to serve a three-year term:

 

Nominees

For

Withheld

Broker Non-Votes

  

  

  

  

Kenneth Galaznik

2,366,442

100,938

1,791,701

       
Scott Landers 2,371,571 95,809 1,791,701

  

(2)

The results of the approval of the adoption of the Bridgeline Digital, Inc. 2016 Stock Incentive Plan were as follows:

 

For

Against

Abstain

Broker Non-Votes

2,223,026

176,451

63,019

1,791,701

 

(3)

The results of the voting to ratify the selection of Marcum, LLP as the Company’s independent auditors for the fiscal year ending September 30, 2016 were as follows:

 

For

Against

Abstain

Broker Non-Votes

4,071,143

16,583

149,241

̶

 

(4)

The results of the approval of the issuance of up to 4,700,000 shares of the Company’s Common Stock upon conversion of outstanding term notes and the issuance of warrants to purchase up to an aggregate of 470,000 shares of the Company’s Common Stock and the issuance of the shares of the Common Stock issuable upon exercise of such warrants were as follows:

 

For

Against

Abstain

Broker Non-Votes

2,309,772

144,313

25,841

1,791,701

  

(5)

The results of the approval of the issuance of up to 4,000,000 shares of the Company’s Common Stock upon conversion of outstanding convertible notes were as follows:

 

For

Against

Abstain

Broker Non-Votes

2,292,322

144,629

25,545

1,791,701

  

(6)

The results of the approval of the issuance of 2,666,667 shares of the Company’s Common Stock upon conversion of term notes to be issued in a private placement were as follows:

 

For

Against

Abstain

Broker Non-Votes

2,282,450

150,501

29,545

1,791,701

 

(7)

The results of the voting on a non-binding advisory vote on the compensation of the Company’s named executive officers were as follows:

 

For Against Abstain Broker Non-Votes

2,332,697

89,856

39,943

1,791,701

  

 
 
 

 

(8)

The results of the voting on a non-binding advisory vote on frequency of vote on compensation were as follows:

 

1 Year

2 Year

3 Year

Abstain

389,777

160,883

1,854,752

57,083

  

 
 
 

  

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.

 

 

BRIDGELINE DIGITAL, INC.

 

  (Registrant)  

 

 

 

 

       

 

 

 

 

 

By:

/s/ Michael D. Prinn

 

 

 

Michael D. Prinn

 

 

 

Executive Vice President and

 

    Chief Financial Officer  

 

 

Date: May 2, 2016


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