Form 8-K

 

 

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): May 15, 2012

 

 

ELLIE MAE, INC.

(Exact name of Registrant as Specified in its Charter)

 

 

 

Delaware   001-35140   94-3288780

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

4155 Hopyard Road, Suite 200, Pleasanton, California

(Address of Principal Executive Offices)

 

94588

(Zip Code)

Registrant’s telephone number, including area code 925-227-7000

 

 

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))

 

 

 


Item 5.07 Submission of Matters to a Vote of Security Holders

On May 15, 2012, Ellie Mae, Inc. (the “Company”) held its 2012 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the stockholders of the Company voted on the following four proposals, each of which is described in detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 4, 2012 (the “Proxy”):

Proposal No. 1: Election of Directors. The following individuals were elected to the Company’s Board of Directors to hold office until the 2015 annual meeting of stockholders or until their successors were elected:

 

Nominee

  

For

  

Against

  

Withheld

  

Broker Non-Votes

Sigmund Anderman

   10,518,289    0    243,032    7,349,886

Alan S. Henricks

   10,665,389    0    95,932    7,349,886

Bernard M. Notas

   10,714,586    0    46,735    7,349,886

Proposal No. 2: Ratification of the Appointment of the Independent Registered Public Accounting Firm. The stockholders ratified the selection of Grant Thornton, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2012.

 

For

  

Against

  

Abstain

  

Broker Non-Votes

18,082,966

   28,235    6    0

Proposal No. 3: Approval on a Non-Binding, Advisory Basis of the Compensation of our Named Executive Officers (“Say-on-Pay”). The stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers as disclosed in the Proxy.

 

For

  

Against

  

Abstain

  

Broker Non-Votes

9,168,307

   1,478,302    114,712    7,349,886

Proposal No. 4: Approval on a Non-Binding, Advisory Basis of the Frequency of Future Say-on-Pay Votes. The stockholders approved, on an advisory basis, the frequency of future advisory votes on executive compensation.

 

1 Year

  

2 Years

  

3 Years

  

Abstain

10,287,927

   33,400    315,282    124,712

Based on the recommendation of the Board of Directors in the Proxy for the Annual Meeting and the voting results with respect to the non-binding advisory vote to determine the frequency of future advisory votes on executive compensation, the Company will hold an advisory vote on executive compensation annually.


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.

 

Ellie Mae, Inc.
By:  

/s/ Elisa Lee

  Elisa Lee
  EVP & General Counsel

Date: May 18, 2012