Form 8-K ASPEN TECHNOLOGY INC For: Dec 10
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E-mailUNITED 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 10, 2021
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
| (Address of principal executive offices) | (Zip Code) | |||||||||||||
Registrant’s telephone number, including area code: (781 ) 221-6400
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:
| Securities registered pursuant to Section 12(b) of the Act: | ||||||||||||||
| Title of Each Class | Trading Symbol | Name of Each Exchange on Which Registered | ||||||||||||
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. | ||||
At our Annual Meeting of Stockholders on December 10, 2021, three proposals were presented to stockholders:
1.Election of three Class I directors to serve until the 2024 Annual Meeting of Stockholders;
2.Ratification of appointment of KPMG LLP as our independent registered public accounting firm; and
3.Approval, on an advisory basis, of the compensation of our named executive officers as identified in the proxy statement for the annual meeting.
The votes with respect to the proposals are set forth below.
1. Election of three Class I directors to serve until the 2024 Annual Meeting of Stockholders.
| Nominee | For | Withheld | Broker Non-Votes | ||||||||
| Karen Golz | 62,174,801 | 167,105 | 1,696,779 | ||||||||
| Antonio J. Pietri | 62,172,699 | 169,207 | 1,696,779 | ||||||||
| R. Halsey Wise | 54,764,561 | 7,577,345 | 1,696,779 | ||||||||
2. Ratification of appointment of KPMG LLP as our independent registered public accounting firm.
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 63,716,086 | 300,440 | 22,159 | — | ||||||||
3. Approval, on an advisory basis, of the compensation of our named executive officers as identified in the proxy statement for the annual meeting.
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 55,870,229 | 6,449,955 | 21,722 | 1,696,779 | ||||||||
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.
| ASPEN TECHNOLOGY, INC. | ||||||||
| Date: December 14, 2021 | By: | /s/ Frederic G. Hammond | ||||||
| Frederic G. Hammond | ||||||||
| Senior Vice President, General Counsel and Secretary | ||||||||
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