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DGIT > SEC Filings for DGIT > Form 8-K on 3-Feb-2014All Recent SEC Filings

Show all filings for DIGITAL GENERATION, INC.

Form 8-K for DIGITAL GENERATION, INC.


3-Feb-2014

Submission of Matters to a Vote of Security Holders, Financial Statement


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

On February 3, 2014, at a special meeting of stockholders of Digital Generation, Inc. (the "Company"), the Company's stockholders approved the following proposals (with the final results for each matter indicated below):
(1) to adopt and approve the Agreement and Plan of Merger, dated as of August 12, 2013, by and among Extreme Reach, Inc., a Delaware corporation ("Extreme Reach"), Dawn Blackhawk Acquisition Corp., a Delaware corporation and a wholly-owned subsidiary of Extreme Reach, and the Company, and the transactions contemplated therein (the "Merger Agreement"); (2) to approve certain compensation payable or that could become payable to the Company's named executive officers in connection with the merger; and (3) to approve, if necessary, the adjournment of the special meeting to a later date to solicit additional proxies in favor of the adoption and approval of the Merger Agreement. These proposals are described in more detail in the definitive proxy statement, dated January 13, 2014, filed by the Company with the Securities and Exchange Commission on January 13, 2014. A copy of the press release relating to the stockholder approval of the Merger Agreement is attached as Exhibit 99.1 hereto.

Proposal 1: Adoption of the Merger Agreement

FOR AGAINST ABSTAIN BROKER NON-VOTES
19,610,029 21,851 9,604 0

Proposal 2: Approval of Certain Compensation Payable or That Could Become Payable to our Named Executive Officers in Connection with the Merger

FOR AGAINST ABSTAIN BROKER NON-VOTES
16,100,099 3,183,987 357,398 0

Proposal 3: Approval, If Necessary, of the Adjournment of the Special Meeting to a Later Date to Solicit Additional Proxies in Favor of the Adoption and Approval of the Merger Agreement

FOR AGAINST ABSTAIN BROKER NON-VOTES
18,624,446 1,000,461 16,577 0



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit Description of Exhibit
99.1 Press Release, dated as of February 3, 2014.


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