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): May 7, 2012
Dot Hill Systems Corp.
(Exact name of registrant as specified in its charter)
| Delaware | 1-13317 | 13-3460176 | ||
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
| 1351 S. Sunset Street, Longmont, CO | 80501 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (303) 845-3200
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 (see General Instruction A.2. below):
| ¨ | 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)) |
Item 5.07 Submission of Matters to a Vote of Security Holders.
The annual meeting of stockholders of Dot Hill Systems Corp. (the “Company”) was held on May 7, 2012, and the matters voted upon at the annual meeting and the results of the votes were as follows:
(a) The nominees named below were elected to serve as members of the Board of Directors of the Company until the 2015 annual meeting of stockholders and until their successors are duly elected and qualified, and the voting results were as follows:
| Nominee |
Votes For | Withheld | Broker Non-Votes |
|||||||||
| Thomas H. Marmen |
19,604,364 | 4,189,839 | 28,404,066 | |||||||||
| Roderick M. Sherwood, III |
19,026,652 | 4,767,551 | 28,404,066 | |||||||||
(b) Proposal to approve, on an advisory basis, the compensation of the Company’s named executive officers as described in the Company’s proxy statement filed with the Securities and Exchange Commission on April 6, 2012. This proposal was approved, with the votes thereon at the annual meeting as follows:
| Final Voting Results | ||||||
| For |
Against |
Abstain |
Broker Non-Vote | |||
| 17,290,819 | 4,130,608 | 2,372,776 | 28,404,066 | |||
(c) The appointment of Deloitte & Touche LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2012 was ratified, and the voting results were as follows:
| Final Voting Results | ||||
| For |
Against |
Abstain | ||
| 51,281,755 | 872,339 | 44,175 | ||
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 hereunto duly authorized.
| DOT HILL SYSTEMS CORP. | ||||||
| By: | /s/ Hanif I. Jamal | |||||
| Hanif I. Jamal | ||||||
| Senior Vice President, Chief Financial Officer and Secretary | ||||||
Date: May 11, 2012