Ubiquiti Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
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Radio And Television Broadcasting And Communications Equipment
Technology
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): December 5, 2024
(Exact name of registrant as specified in its charter)
| (State or jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||||||||
(Address of principal executive offices, including zip code)
(646 ) 780-7958
(Registrant's telephone number, including area code)
N/A
(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 Symbol(s) | Name of each exchange on which registered | ||||||
| | ||||||||
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 December 5, 2024, Ubiquiti Inc. (the “Company”) held its annual meeting of stockholders. The stockholders voted on the following proposals and cast their votes as described below.
Proposal 1: To elect two Class I directors to serve until the third annual meeting of the Company’s stockholders following their election or until their successors are duly elected and qualified, subject to earlier death, resignation or removal. This proposal was approved.
| For | Withhold | Broker Non-Votes | |||||||||
| Brandon Arrindell | 57,374,812 | 438,858 | 1,648,476 | ||||||||
| Rafael Torres | 56,832,449 | 981,221 | 1,648,476 | ||||||||
Proposal 2: To ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2025. This proposal was approved.
| For | Against | Abstain | ||||||
| 59,431,991 | 25,338 | 4,817 | ||||||
Proposal 3: To conduct a non-binding advisory vote to approve named executive officer compensation. This proposal was approved.
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 57,682,600 | 117,322 | 13,748 | 1,648,476 | ||||||||
Proposal 4: To conduct a non-binding advisory vote on the frequency of holding future advisory stockholder vote on executive officer compensation. The option “Two Years” was approved.
| One Year | Two Years | Three Years | Abstain | Broker Non-Votes | ||||||||||
| 1,215,094 | 56,570,375 | 25,262 | 2,939 | 1,648,476 | ||||||||||
SIGNATURES
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.
| UBIQUITI INC. | ||||||||||||||
December 6, 2024 | By: | /s/ Robert J. Pera | ||||||||||||
| Name: | Robert J. Pera | |||||||||||||
| Title: | Chief Executive Officer | |||||||||||||