Form 8-K Bridgeline Digital, Inc. For: Jun 01

false 0001378590 0001378590 2023-06-01 2023-06-01

 

 

 

 

 

Date of report (Date of earliest event reported): June 1, 2023

 

 

 

 

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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

 

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. ☐

 

 

 

On June 1, 2023, Bridgeline Digital, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Meeting”). Stockholders present at the Meeting, either in person or by proxy, represented 62.3% of the 10,417,609 shares eligible to vote at the Meeting. Set forth below is a brief summary of the matters voted on and the voting results for each proposal:

 

(1) Proposal 1 - The Company’s stockholders elected the following director to serve on the Board of Directors for a term of three (3) years and until their respective successors are duly elected and qualified:

 

 

(2) Proposal 2 - The Company’s stockholders voted to amend the Bridgeline Digital, Inc. 2016 Stock Incentive Plan (the “Stock Incentive Plan”) to increase the number of shares of the Company’s common stock, par value $0.001 per share (“Common Stock”), available for issuance as awards granted under the Stock Incentive Plan from 1,650,000 to 2,400,000 shares:

 

 

(3) Proposal 3 - The Company’s stockholders voted to hold an advisory vote to approve the compensation of the Company’s named executive officers, as disclosed in the proxy statement (the “Say-On-Pay” vote):

 

 

(4) Proposal 4 – The Company’s stockholders ratified the appointment of PKF O’Connor Davies, LLP as the Company’s independent registered public accounting firm for its fiscal year ending September 30, 2023:

 

 

 

 

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.