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):   July 18, 2012

 

SEACHANGE INTERNATIONAL, INC.

(Exact Name of Registrant as Specified in its Charter)

 

DELAWARE 0-21393 04-3197974
(State or Other Jurisdiction of Incorporation or Organization) (Commission File Number) (I.R.S. Employer Identification No.)
     
50 Nagog Park, Acton, MA 01720
(Address of Principal Executive Offices) (Zip Code)

 

Registrant’s telephone number including area code:   (978) 897-0100

 

No change since last report

(Former Name or 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 (see General Instruction A.2. below):

 

o      Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o      Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o      Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o      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

 

The annual meeting of the stockholders of SeaChange was held on July 18, 2012, at which the stockholders voted on the following matters:

 

  1. The election of two (2) members (Raghu Rau and Carmine Vona) to SeaChange’s Board of Directors, each to serve for a three-year term as a Class I Director;

 

  2. The approval of the compensation of SeaChange’s named executive officers through an advisory vote;

 

  3. The ratification of the appointment of Grant Thornton LLP, SeaChange’s independent registered public accounting firm.

 

Voting results were as follows:

 

    Votes
For		   Votes
Withheld		   Broker
Non-votes
Election of Raghu Rau   18,710,152   284,634   8,201,366
             
Election of Carmine Vona   18,615,467   379,319   8,201,366
             

  

    Votes
For		   Votes
Against		   Abstained   Broker
Non-votes
Advisory vote on the compensation of named executive officers   17,719,435   1,173,655   101,696   8,201,366
                 
                 
    Votes
For		   Votes
Against		   Abstained    
Ratification of appointment of independent registered public accounting firm   27,162,543   25,433   8,176    

 

 

 
 

 

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 thereunto duly authorized.

 

     
  SEACHANGE INTERNATIONAL, INC.  
     
       
  By: /s/ Michael Bornak  
    Michael Bornak  
    Chief Financial Officer, Treasurer, Secretary and Senior Vice President, Finance and Administration  
       

Dated: July 18, 2012