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): June 13, 2019

 
BBLOGO.JPG
 
Blackbaud, Inc.
(Exact name of registrant as specified in its charter)
 
Delaware
(State or other jurisdiction of incorporation)
000-50600
 
11-2617163
(Commission File Number)
 
(IRS Employer ID Number)
 
 
 
65 Fairchild Street, Charleston, South Carolina
 
29492
(Address of principal executive offices)
 
(Zip Code)
Registrant’s telephone number, including area code: (843) 216-6200
 
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, $0.001 Par Value
BLKB
The Nasdaq Stock Market LLC
(Nasdaq Global Select Market)
 
 
 
Indicate by check mark whether the registrant is an emerging growth company as defined in 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.
Blackbaud, Inc. ("the Company") held its 2019 annual meeting of stockholders on June 13, 2019 . The results of the matters submitted to a vote of the Company stockholders at the meeting are set forth below.

Proposal 1 - Election of Directors. Stockholders elected three Class  C members to the Company’s Board of Directors, each for a three year term expiring in 2022 as follows:
Member
 
For

Against

Abstentions

Broker 
Non-Votes

Thomas R. Ertel
 
45,311,167

173,458

47,421

1,253,958

Michael P. Gianoni
 
45,164,625

320,399

47,022

1,253,958

Sarah E. Nash
 
41,947,976

3,509,034

75,036

1,253,958


Proposal 2 - Advisory Vote to Approve Named Executive Officer Compensation. Stockholders approved on an advisory basis the 2018 compensation of the Company’s named executive officers as follows:
Votes Cast For
 
37,337,878

Votes Cast Against
 
8,122,981

Abstentions
 
71,187

Broker Non-Votes
 
1,253,958


Proposal 3 - Vote to Approve the Amendment and Restatement of the Blackbaud, Inc. 2016 Equity and Incentive Compensation Plan . Stockholders approved the amendment and restatement of the Blackbaud, Inc. 2016 Equity and Incentive Compensation Plan as follows:
Votes Cast For
 
43,459,214

Votes Cast Against
 
2,000,688

Abstentions
 
72,144

Broker Non-Votes
 
1,253,958


Proposal 4 - Ratification of Appointment of Independent Registered Public Accounting Firm. Stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2019 as follows:
Votes Cast For
 
46,320,626

Votes Cast Against
 
416,477

Abstentions
 
48,901

Broker Non-Votes
 
N/A






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.
 
 
 
 
 
 
 
 
BLACKBAUD, INC.
 
 
 
 
 
 
Date:
June 14, 2019
 
/s/ Anthony W. Boor
 
 
 
 
Anthony W. Boor
 
 
 
 
Executive Vice President and Chief Financial Officer
 
 
 
 
(Principal Financial and Accounting Officer)
 



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