Summary of BOTTOMLINE TECHNOLOGIES INC /DE/

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

On November 15, 2012, the Company held its 2012 Annual Meeting of Stockholders. The following matters were voted upon at the Annual Meeting.

     Proposal 1 - Election of Class II Directors for a term of three years



                                                                    Broker
                                     For           Withheld        non-votes
             Michael J. Curran     31,419,683         529,074       1,620,611
             Joseph L. Mullen      30,151,850       1,796,907       1,620,611
             James W. Zilinski     30,161,433       1,787,324       1,620,611




                                                                                            Broker
                                                For            Against       Abstain       non-votes
Proposal 2 - Non-binding advisory vote to
approve executive compensation                30,022,133       1,890,028       36,596       1,620,611




                                                        For             Against        Abstain
Proposal 3 - Ratification of Independent
Registered Public Accounting Firm                     31,495,008        2,070,318         4,042