ctrl4_Current_Folio_8K_050516

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): May 3, 2016

 

 

Control4 Corporation

(Exact name of registrant as specified in its charter)

 

 

 

Delaware

 

001-36017

 

42-1583209

(State or other jurisdiction of

incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

 

11734 S. Election Road

Salt Lake City, Utah 84020

(Address of principal executive offices) (Zip Code)

 

(801) 523-3100

(Registrant’s telephone number, including area code)

Not applicable

(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))

 

 


 

Item 2.02 Results of Operations and Financial Condition.

 

On May 5, 2016, Control4 Corporation (the “Company”) issued a press release announcing unaudited financial results for its quarter ended March 31, 2016. A copy of the press release is attached as Exhibit 99.1.

 

In accordance with General Instruction B.2 on Form 8-K, certain of the information in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished under Item 2.02 and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (“Exchange Act”) or otherwise subject to the liability of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of the general incorporation language of such filing, except as shall be expressly set forth by specific reference in such filing.

 

Item 5.07 Submission of Matters to a Vote of Security Holders.

 

The Company’s annual meeting of stockholders was held on May 3, 2016 (the “Annual Meeting”). According to the inspector of elections, the stockholders present in person or by proxy represented 21,543,875 shares of common stock (entitled to one vote per share). The number of votes cast for, against or withheld, as well as the number of abstentions and broker non-votes with respect to each proposal voted upon at the Annual Meeting are set forth below.

 

Proposal 1Election of directors. The stockholders voted on the election of three Class III directors of the Company, each to serve for a three-year term expiring at the Company’s annual meeting of stockholders in 2019 and until such director’s successor is elected or until such director’s earlier resignation or removal. Stockholders voted as follows:

 

 

 

For

 

Withheld

 

Broker
Non-Votes

 

Class III Director Nominees

 

 

 

 

 

 

 

David C. Habiger

 

9,299,228 

 

7,160,364 

 

5,084,283 

 

Martin Plaehn

 

16,189,912 

 

269,680 

 

5,084,283 

 

 

Accordingly, the foregoing nominees were elected as Class III directors to the Company’s board of directors.

 

Proposal 2Ratification of the appointment of an independent registered public accounting firm. The stockholders voted on the ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2016. Stockholders voted as follows:

 

For

 

Against

 

Abstain

 

Broker
Non-Votes

 

21,422,296 

 

109,536 

 

12,043 

 

 

 

Accordingly, the appointment of the independent registered public accounting firm was ratified.

 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit No.

Description of Exhibits

99.1

Press release dated May 5, 2016


 

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.

Date: May 5, 2016

 

 

 

Control4 Corporation

 

 

 

By: /s/ Mark Novakovich

Mark Novakovich

Chief Financial Officer

 


 

EXHIBIT INDEX

 

Exhibit No.

Description of Exhibits

99.1

Press release dated May 5, 2016