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): August 20, 2020 (August 19, 2020)
AMERICAN SOFTWARE, INC.
(Exact Name of Registrant as Specified in Charter)
Commission File Number 000-12456
Georgia
58-1098795
(State or Other Jurisdiction
(I.R.S. Employer
of Incorporation)
Identification No.)

 470 East Paces Ferry Road, NE, Atlanta, Georgia 30305
(Address of principal executive offices)

(404) 261-4381
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))
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class
 
Trading Symbols
 
Name of Exchange on which Registered
None
 
N/A
 
None
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 financing accounting standards provided pursuant to Section 13(a) of the Exchange Act. ⃞





Item 5.07
SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

At the Registrant’s annual meeting of shareholders on August 19, 2020, 27,883,981 Class A shares and 1,821,587 Class B shares were represented in person or by proxy, which constituted a quorum. Other than in the election of directors, in which holders of Class A shares and Class B shares vote as separate classes, each outstanding Class A share is entitled to a one-tenth vote per share and each outstanding Class B share is entitled to one vote per share on all matters brought before the Registrant’s shareholders. The final results for each matter submitted to the shareholders of the Registrant at the annual meeting are as follows:

1.
The following persons were duly elected as directors of the Registrant:

 
Votes For
Votes Against
Votes Withheld
Broker Non-Votes
CLASS A DIRECTORS
 
 
 
 
James B. Miller, Jr.
21,058,242
3,004,188
11,497
3,810,054
Lizanne Thomas
22,172,630
1,888,300
12,997
3,810,054
CLASS B DIRECTORS
 
 
 
 
James C. Edenfield
1,821,587
H. Allan Dow
1,821,587
W. Dennis Hogue
1,821,587
Matthew G. McKenna
1,821,587
Thomas L. Newberry, V
1,821,587


2. The ratification of the appointment of KPMG LLP as the Registrant’s independent registered public accounting firm for the fiscal year ending April 30, 2021 was approved as follows:

 
Votes For
 
Votes Against
 
Abstentions
 
 
4,576,761
 
31,684
 
1,539
 

3. The resolution approving the compensation of the Registrant’s named executive officers, on an advisory basis, was approved as follows:

Votes For
 
Votes Against
 
Abstentions
 
Broker Non-Votes
4,079,397
 
143,794
 
5,789
 
381,005







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: August 20, 2020

 
AMERICAN SOFTWARE, INC.
 
 
 
 
 
(Registrant)
 
 
 
 
 
 
 
By:
/s/ Vincent C. Klinges
 
Name:
Vincent C. Klinges
 
Title:
Chief Financial Officer



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