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SPSC > SEC Filings for SPSC > Form 8-K on 16-May-2013All Recent SEC Filings

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Form 8-K for SPS COMMERCE INC


16-May-2013

Submission of Matters to a Vote of Security Holders


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

On May 15, 2013, SPS Commerce, Inc. (the "Company") held its 2013 Annual Meeting of Stockholders. At the 2013 Annual Meeting, the Company's stockholders voted on the following matters:

Election of Directors

The following nominees were re-elected to serve as directors for a term that
will last until the Company's 2014 Annual Meeting of Stockholders or until his
successor is duly elected and qualified. The number of votes cast for and
withheld from each nominee and the number of broker non-votes with respect to
each nominee were as follows:



     Name                      Votes For        Votes Withheld      Broker Non-Votes
     Archie C. Black            12,867,360              160,179               834,908
     Bradley A. Cleveland       13,011,295               16,244               834,908
     Michael B. Gorman          12,831,124              196,415               834,908
     Martin J. Leestma          12,805,585              221,954               834,908
     Philip E. Soran            12,798,376              229,163               834,908
     George H. Spencer, III     12,642,019              385,520               834,908
     Sven A. Wehrwein           12,994,925               32,614               834,908

Ratification of the Selection of Grant Thornton LLP as the Company's Independent Auditor for 2013

The Company's stockholders ratified the appointment by the Audit Committee of the Company's Board of Directors of Grant Thornton LLP as the Company's independent registered public accounting firm for the year ending December 31, 2013 by voting as follows:

For Against Abstain Broker Non-Votes 13,853,314 8,089 1,044 0

Advisory Vote on Approval of the Compensation of the Company's Named Executive Officers

The Company's stockholders approved, on an advisory basis, the compensation of the Company's named executive officers by voting as follows:

For Against Abstain Broker Non-Votes 11,815,490 1,204,001 8,048 834,908

Advisory Vote on the Frequency of Future Votes to Approve the Compensation of the Company's Named Executive Officers

The Company's stockholders voted as follows on the frequency of future votes to approve the compensation of the Company's named executive officers:

One Year Two Years Three Years Abstain Broker Non-Votes 12,528,694 182,470 314,287 2,088 0

Based on the results of such vote, the Company's Board of Directors has determined to include a stockholder vote on executive compensation in the Company's proxy materials on an annual basis.


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