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): April 28, 2015

 


 

Control4 Corporation

(Exact name of registrant as specified in its charter)

 


 

Delaware

 

001-36017

 

42-1583209

(State or other jurisdiction of

incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

11734 S. Election Road

Salt Lake City, Utah 84020

(Address of principal executive offices) (Zip Code)

 

(801) 523-3100

(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:

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Item 2.02 Results of Operations and Financial Condition.

 

On April 30, 2015, Control4 Corporation (the “Company”) issued a press release announcing unaudited financial results for its quarter ended March 31, 2015. A copy of the press release is attached as Exhibit 99.1.

 

In accordance with General Instruction B.2 on Form 8-K, certain of the information in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished under Item 2.02 and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (“Exchange Act”) or otherwise subject to the liability of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of the general incorporation language of such filing, except as shall be expressly set forth by specific reference in such filing.

 

Item 5.07 Submission of Matters to a Vote of Security Holders.

 

The Company’s annual meeting of stockholders was held on April 28, 2015 (the “Annual Meeting”). According to the inspector of elections, the stockholders present in person or by proxy represented 22,008,512 shares of common stock (entitled to one vote per share). The number of votes cast for, against or withheld, as well as the number of abstentions and broker non-votes with respect to each proposal voted upon at the Annual Meeting are set forth below.

 

Proposal 1Election of directors. The stockholders voted on the election of three Class II directors of the Company, each to serve for a three-year term expiring at the Company’s annual meeting of stockholders in 2018 and until such director’s successor is elected or until such director’s earlier resignation or removal. Stockholders voted as follows:

 

 

 

For

 

Withheld

 

Broker
Non-Votes

 

Class II Director Nominees

 

 

 

 

 

 

 

Rob Born

 

17,699,992

 

267,889

 

4,040,631

 

James Caudill

 

17,867,789

 

100,083

 

4,040,631

 

Jeremy Jaech

 

17,867,724

 

100,157

 

4,040,631

 

 

Accordingly, the foregoing nominees were elected as Class II directors to the Company’s board of directors.

 

Proposal 2Ratification of appointment of independent registered public accounting firm. The stockholders voted on the ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2015. Stockholders voted as follows:

 

For

 

Against

 

Abstain

 

Broker
Non-Votes

 

21,916,750

 

10,073

 

81,689

 

0

 

 

Accordingly, the appointment of the independent registered public accounting firm was ratified.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.

 

Description of Exhibits

99.1

 

Press release dated April 30, 2015

 

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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: April 30, 2015

 

 

 

CONTROL4 CORPORATION

 

 

 

 

 

By:

/s/ Dan Strong

 

 

Dan Strong

 

 

Chief Financial Officer

 

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EXHIBIT INDEX

 

Exhibit No.

 

Description of Exhibits

99.1

 

Press release dated April 30, 2015

 

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