Current Report Filing (8-k)
June 07 2021 - 4:00PM
Edgar (US Regulatory)
false
0001739936
0001739936
2021-06-02
2021-06-02
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 2, 2021
SVMK Inc.
(Exact name of registrant as specified in its charter)
Delaware
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001-38664
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80-0765058
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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One Curiosity Way
San Mateo, California 94403
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(Address of principal executive offices) (Zip Code)
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(650) 543-8400
(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:
☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, par value
$0.00001 per share
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SVMK
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The Nasdaq Stock Market LLC
(The Nasdaq Global Select Market)
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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
On June 2, 2021, SVMK Inc. (the “Company”) held its 2021 Annual Meeting of Stockholders (the “Meeting”). The Company’s stockholders voted on four proposals at the Meeting, each of which is described in more detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 20, 2021. Holders of the Company’s common stock were entitled to one vote for each share held as of the close of business on April 9, 2021 (the “Record Date”). Present at the Meeting in person or by proxy were holders of 133,009,445 shares of common stock, representing more than 91% of the voting power of the shares of common stock entitled to vote as of the Record Date, which constituted a quorum under the Company’s Bylaws. A summary of the final voting results is set forth below:
Proposal 1 — Election of Directors
The stockholders elected each of the four persons named below as Class III directors to serve until the 2024 annual meeting of stockholders or until their successors are elected and qualified. The results of such vote were:
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Votes For
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Votes Withheld
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Broker Non-Votes
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Susan L. Decker
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110,489,681
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12,411,047
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10,108,717
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David Ebersman
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111,096,059
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11,804,669
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10,108,717
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Erika H. James
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109,786,488
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13,114,240
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10,108,717
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Sheryl K. Sandberg
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109,484,351
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13,416,377
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10,108,717
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Proposal 2 — Advisory Vote to Approve the Compensation of Our Named Executive Officers
The stockholders approved, on an advisory basis, the compensation of our named executive officers. The results of such vote were:
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For
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Against
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Abstain
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Broker Non-Votes
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108,630,064
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7,942,611
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6,328,053
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10,108,717
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Proposal 3 — Ratification of Appointment of Independent Registered Public Accounting Firm
The stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021. The results of such vote were:
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For
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Against
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Abstain
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128,048,305
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707,995
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4,253,145
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Proposal 4 — Stockholder Proposal — Declassify Our Board of Directors
The stockholders approved, on an advisory basis, a resolution requesting that our board of directors take the necessary steps to declassify the board, so that commencing at the 2022 annual meeting of stockholders, directors are elected on an annual basis. The results of such vote were:
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For
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Against
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Abstain
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Broker Non-Votes
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98,026,795
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18,906,539
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5,967,394
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10,108,717
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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SVMK Inc.
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Dated: June 7, 2021
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By:
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/S/ Lora D. Blum
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Lora D. Blum
Chief Legal Officer and Secretary
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