Current Report on Form 8-K

 

 

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 26, 2011

 

 

NetSuite Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-33870   94-3310471

(State or other jurisdiction of

incorporation or organization)

 

(Commission

file number)

 

(I.R.S. Employer

Identification No.)

 

2955 Campus Drive, Suite 100

San Mateo, California

  94403-2511
(Address of principal executive offices)   (Zip Code)

(650) 627-1000

(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:

 

¨ 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.

On May 26, 2011 NetSuite Inc. (the “Company”) held its 2011 Annual Meeting of Stockholders. All matters submitted to a vote of the Company’s stockholders were approved as recommended by the Company’s Board of Directors. Those matters were as follows:

1. The two persons named below were elected to serve as directors for three years and until their successors are duly elected and qualified, subject to their earlier death, resignation or removal. The results of such vote were:

 

Name

   For      Withheld      Broker
non-votes
 

Zachary Nelson

     58,667,680         921,402         4,295,104   

Kevin Thompson

     59,022,675         566,407         4,295,104   

2. The Company’s 2007 Equity Incentive Plan, as amended, for purposes of complying with Section 162(m) of the Internal Revenue Code of 1986, as amended, was approved. The results of such vote were:

 

     For      Against      Abstain      Broker
non-votes
 

Approval of 2007 Equity Incentive Plan (as amended)

     40,768,717         18,810,145         10,220         4,295,104   

3. The compensation of the Company’s named executive officers was approved by a non-binding vote. The results of such vote were:

 

     For      Against      Abstain      Broker
non-votes
 

Approval, by non-binding vote, of executive compensation

     58,484,290         600,260         504,532         4,295,104   

4. The option of once every three years for the frequency of an advisory vote on executive compensation was approved by a non-binding vote. The results of such vote were:

 

     3 Years      2 Years      1 Year      Abstain      Broker
non-vote
 

Approval, by non-binding vote, of the option of once every three years for the frequency of an advisory vote on executive compensation

     33,703,829         636,623         25,224,252         24,378         4,295,104   

5. KPMG LLP was ratified as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2011. The results of such vote were:

 

     For      Against      Abstain      Broker
non-votes
 

Ratification of the appointment of KPMG LLP

     63,853,782         20,887         9,517         0   

 

2


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: June 2, 2011

 

NETSUITE INC.

By:

 

/s/    Ronald Gill        

  Ronald Gill
  Chief Financial Officer

 

3