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EVOL > SEC Filings for EVOL > Form 8-K on 24-Jun-2013All Recent SEC Filings

Show all filings for EVOLVING SYSTEMS INC



Submission of Matters to a Vote of Security Holders, Other Events

Item 5.07 Submission of Matters to a Vote of Security

Evolving Systems held its Annual Meeting of Stockholders on June 19, 2013 ("Annual Meeting") at the Company's headquarters in Englewood, Colorado. The Company is providing the following information regarding the results of the matters voted on by stockholders at the Annual Meeting.

Thaddeus Dupper, David J. Nicol, David S. Oros, Richard R. Ramlall, and John B. Spirtos were elected to the Board of Directors. The stockholders also approved the amendment to the Company's 2007 Stock Incentive Plan; approved, on a non-binding, advisory basis, the compensation paid to our named executive officers; approved holding an advisory vote on executive compensation every two
(2) years; and ratified the Board of Directors' appointment of Friedman LLP as the Company's independent registered public accounting firm for the year ended December 31, 2013.

The final voting results on these matters were as follows:

1. Election of Directors

Name                 Votes For   Votes Withheld   Percentage For
Thaddeus Dupper      7,696,281           13,475            75.30 %
David J. Nicol       7,679,496           30,260            75.14 %
David S. Oros        7,690,374           19,382            75.24 %
Richard R. Ramlall   7,689,474           20,282            75.24 %
John B. Spirtos      7,690,013           19,743            75.24 %

2. Amendment of 2007 Stock Incentive Plan.

Votes For Votes Against Votes Abstain Broker Non-Vote Percentage For 7,567,273 138,602 0 2,517,327 74.04 %

3. Advisory Vote on Executive Compensation.

Votes For Votes Against Votes Abstain Broker Non-Vote Percentage For 7,648,760 51,571 0 2,517,328 74.84 %

4. Advisory Vote on the Frequency of the Advisory Vote on Executive Compensation.

Every 1 Year Every 2 Years Every 3 Years Broker Non-Vote Percentage For 1,892,012 5,437,730 348,548 2,517,364 53.20 %

5. Ratification of the selection of Friedman LLP as our independent registered public accounting firm to audit the consolidated financial statements of Evolving Systems for its fiscal year ending December 31, 2013.

Votes For Votes Against Votes Abstained Broker Non-Vote Percentage For 10,168,282 52,325 6,475 0.00 99.49 %

Item 8.01 Other Events

On June 21, 2013, the Company granted to each of its non-employee board members 3,500 shares of common stock of the Company, at the closing market price of $6.63. Non-employee board members who have served on the Board for at least six
(6) months are awarded an annual stock option grant of common shares on or about the date of the Company's Annual Meeting of Stockholders.

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