2015 Annual meeting results 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) July 22, 2015
_______________________
TIVO INC.
(Exact name of registrant as specified in its charter)
_______________________

Delaware      
000-27141     
77-0463167
(State or other jurisdiction
(Commission
(IRS Employer
of incorporation)
File Number)
Identification No.)

2160 Gold Street,
 
San Jose, California
95002
(Address of principal executive offices)
(Zip Code)


Registrant's telephone number, including area code (408) 519-9100
(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.
(a) TiVo Inc. (the “Company”) held its 2015 Annual Meeting of Stockholders (the “Meeting”) on July 22, 2015. At the Meeting, a total of 85,790,329 shares, or 88.13% of the Company’s common stock issued and outstanding as of the record date, were represented in person or by proxy. At the Meeting, the Company’s stockholders considered three proposals, each of which is described in more detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on June 1, 2015. Set forth below is a brief description of each matter voted upon at the Meeting and the voting results with respect to each matter.

(b) Proposal 1: To elect the following nominees as directors to serve on the Company’s Board of Directors until the 2018 Annual Meeting of Stockholders: 
 
Total Votes
Total
 
FOR
AGAINST
ABSTAIN
 Broker Non-Votes
Peter D. Aquino
69,993,996

2,331,723

249,866

13,214,744

Daniel Moloney
67,626,495

4,699,245

249,845

13,214,744

Thomas R. Wolzien
70,048,655

2,317,785

209,145

13,214,744


Proposal 2: To ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending January 31, 2016:
 
Total Votes
FOR
83,848,450

AGAINST
865,550

ABSTAIN
1,076,329

 
 






Proposal 3:  To vote on an advisory resolution to approve the named executive officers compensation.
 
 
Total Votes
FOR
29,014,362

AGAINST
42,786,267

ABSTAIN
774,956

Broker Non-Votes
13,214,744





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.
TIVO INC.
    

July 24, 2015
 
By:
/s/ Naveen Chopra
 
 
 
Naveen Chopra
 
 
 
Chief Financial Officer
 
 
 
(Principal Financial Officer)