SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Amendment No. 1 to
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) July 27, 2017 (April 27, 2017)
(Exact name of registrant as specified in its charter)
(State or other jurisdiction
9737 Washingtonian Boulevard, Suite 350
Gaithersburg, Maryland 20878
(Address of principal executive offices)
(Registrants telephone number, including area code)
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 Exchange Act (17 CFR 240.13e-4(c))|
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. ☐
This Current Report on Form 8-K/A (the Amendment) amends the Current Report on Form 8-K dated April 27, 2017 filed by BroadSoft, Inc. (the Company) with the U.S. Securities and Exchange Commission (the SEC) on May 3, 2017 (the Original Form 8-K). The Original Form 8-K reported the final voting results of the Companys 2017 Annual Meeting of Stockholders held on April 27, 2017 (the 2017 Annual Meeting). The sole purpose of this Amendment is to disclose the Companys decision regarding how frequently it will conduct future stockholder advisory votes to approve the compensation of the Companys named executive officers (say on pay). No other changes have been made to the Original Form 8-K.
|Item 5.07||Submission of Matters to a Vote of Security Holders.|
As reported in the Original Form 8-K, at the 2017 Annual Meeting, a majority of the Companys stockholders that voted on the matter indicated a preference to hold, on a non-binding, advisory basis, the Companys future say on pay advisory vote on an annual basis. In accordance with the original recommendation of the Companys Board of Directors (the Board), as set forth in the Companys Definitive Proxy Statement on Schedule 14A filed with the SEC on March 17, 2017, and consistent with the stockholder voting results, on July 27, 2017, the Board determined that the say on pay vote will be conducted annually, until the next stockholder vote on say on pay frequency, which vote will occur no later than the Companys 2023 annual meeting of stockholders.
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: August 1, 2017||By:|
|Name:||Mary Ellen Seravalli|
|Title:||Chief Legal Officer|