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): July 16, 2014

SEACHANGE INTERNATIONAL, INC.

 

(Exact Name of Registrant as Specified in its Charter)

 

DELAWARE		0-21393		04-3197974
(State or Other Jurisdiction of Incorporation or Organization)		(Commission File Number)		(I.R.S. Employer Identification No.)

 

50 Nagog Park, Acton, MA		01720
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number including area code: (978) 897-0100

No change since last report

 

(Former Name or 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))

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Item 5.07

Submission of Matters to a Vote of Security Holders

The annual meeting of the stockholders of SeaChange was held on July 16, 2014, at which the stockholders voted on the following matters:

 

1.

The election of two (2) members (Mary Palermo Cotton and Thomas F. Olson) to SeaChange’s Board of Directors, each to serve for a three-year term as a Class III Director;

 

2.

The approval of the compensation of SeaChange’s named executive officers through an advisory vote;

 

3.

The ratification of the appointment of Grant Thornton LLP, SeaChange’s independent registered public accounting firm.

Voting results were as follows:

 

		Votes For				Votes Against				Abstained				Broker Non-votes
Election of Mary Palermo Cotton			24,394,827				436,648				7,914				4,859,029
Election of Thomas F. Olson			24,360,118				471,651				7,620				4,859,029
		Votes For				Votes Against				Abstained				Broker Non-votes
Advisory vote on the compensation of named executive officers			24,408,442				138,815				292,132				4,859,029
		Votes For				Votes Against				Abstained
Ratification of appointment of independent registered public accounting firm			29,539,942				153,791				4,685

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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 thereunto duly authorized.

 

Dated: July 16, 2014