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TIVO > SEC Filings for TIVO > Form 8-K on 1-Aug-2013All Recent SEC Filings

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Form 8-K for TIVO INC


1-Aug-2013

Submission of Matters to a Vote of Security Holders


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

(a) TiVo Inc. (the "Company") held its 2013 Annual Meeting of Stockholders ("2013 Annual Meeting") on July 31, 2013. Each holder of the Company's common stock was entitled to one vote per share held.
(b) Proposal 1: At the 2013 Annual Meeting, the Stockholders elected each of the following nominees as directors to serve on the Company's Board of Directors until the 2016 Annual Meeting of Stockholders and/or until their successors are duly elected and qualified. Each nominee received affirmative votes from more than a majority of the votes cast. The vote for each director was as follows:

                          Total Votes                  Total
                   FOR       AGAINST   WITHHELD   Broker Non-Votes
William Cella  74,624,867  14,024,558    44,135         17,174,741

Jeffrey Hinson 79,149,080   9,499,940    44,540         17,174,741



Proposal 2: At the 2013 Annual Meeting, the Stockholders also voted to ratify
the appointment of KPMG LLP as the Company's independent registered public
accounting firm for the fiscal year ending January 31, 2014 and cast their votes
as follows:
                 Total Votes
FOR              104,860,022
AGAINST              898,261
ABSTAIN              110,018
Broker Non-Votes           -

Proposal 3: At the 2013 Annual Meeting, the Stockholders also voted to approve on a non-binding, advisory basis, the compensation of the Company's named executive officers as disclosed in the proxy statement for the 2013 Annual Meeting of Stockholders of TiVo Inc. pursuant to the compensation disclosure rules of the Securities and Exchange Commission ("Say-on-Pay") and cast their votes as follows:

                 Total Votes
FOR               50,012,984
AGAINST           33,460,754
ABSTAIN            5,219,822
Broker Non-Votes  17,174,741


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