QUANTUM CORP /DE/ false 0000709283 0000709283 2023-09-12 2023-09-12

 

 

UNITED 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): September 12, 2023

 

 

Quantum Corporation

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-13449   94-2665054
(State or Other Jurisdiction
of Incorporation)
  (Commission
File Number)
  (I.R.S. Employer
Identification No.)

 

224 Airport Parkway, Suite 550

San Jose, CA

  95110
(Address of principal executive offices)   (Zip Code)

(408) 944-4000

(Registrant’s telephone number, including area code)

N/A

(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 (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:

 

Title of each class

 

Trading

symbol(s)

 

Name of each exchange

on which registered

Common Stock, par value $0.01 per share   QMCO   The Nasdaq Stock Market LLC

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.

The following is a brief description of each matter submitted to a vote at the Annual Meeting of the Shareholders of Quantum Corporation (the “Company”) held on September 12, 2023, as well as the number of votes with respect to each matter. For more information about these proposals, please refer to the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission (the “SEC”) on July 27, 2023 and supplement to proxy statement filed with the SEC on August 21, 2023.

Proposal 1. The following directors were elected to serve until the 2024 annual meeting or until their successors are elected and duly qualified:

 

     For      Against      Abstain      Broker Non-Votes  

James J. Lerner

     56,386,409        3,612,462        35,694        6,416,304  

Marc E. Rothman

     56,155,005        3,190,462        689,098        6,416,304  

Yue Zhou (“Emily”) White

     57,265,135        2,079,372        690,058        6,416,304  

Christopher D. Neumeyer

     56,718,787        2,466,843        848,935        6,416,304  

Donald J. Jaworski

     57,297,829        1,855,479        881,257        6,416,304  

Hugues Meyrath

     57,264,098        1,828,601        941,866        6,416,304  

Proposal 2. The adoption of the 2023 Long-Term Incentive Plan has been approved.

 

For

  Against     Abstain     Broker Non-Votes  
55,988,190     3,393,065       653,310       6,416,304  

Proposal 3. The amendment and restatement of the Employee Stock Purchase Plan has been approved.

 

For

  Against     Abstain     Broker Non-Votes  
55,263,373     4,114,145       657,047       6,416,304  

Proposal 4. The compensation of the Company’s named executive officers has been approved on a non-binding advisory basis.

 

For

  Against     Abstain     Broker Non-Votes  
55,246,802     3,804,573       983,190       6,416,304  

Proposal 5. The frequency of advisory votes to approve the compensation of the Company’s named executive officers has been determined as “One Year” on a non-binding advisory basis.

 

One Year

  Two Years     Three Years  
57,319,341     163,250       1,067,247  

In accordance with the results of the advisory vote, the Board of Directors of the Company has decided to hold a non-binding advisory vote on the compensation of the Company’s named executive officers every year, until the next non-binding advisory vote on the frequency of future advisory votes on the compensation of the Company’s named executive officers. An advisory vote on the frequency of future advisory votes on the compensation paid to the Company’s named executive officers is required to be held at least once every six years.


Proposal 6. The appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending March 31, 2024 has been ratified.

 

For

  Against     Abstain  
65,135,154     192,382       1,123,333  


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.

 

    Quantum Corporation
    (Registrant)

September 14, 2023

 

 

 

/s/ Brian E. Cabrera

(Date)  

 

  Brian E. Cabrera
    Senior Vice President, Chief Administrative Officer, and Corporate Secretary