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MITK > SEC Filings for MITK > Form 8-K on 21-Feb-2014All Recent SEC Filings

Show all filings for MITEK SYSTEMS INC



Submission of Matters to a Vote of Security Holders

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

On February 19, 2014, Mitek Systems, Inc. (the "Company") held an annual meeting of its stockholders (the "Annual Meeting"). As of January 9, 2014, the record date for the Annual Meeting, there were 30,431,192 shares of the Company's common stock outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting, a total of 26,570,841 shares of the Company's common stock were represented in person or by proxy. Set forth below is a brief description of each matter voted upon at the Annual Meeting and the voting results with respect to each matter. These proposals are more fully described in the Company's definitive proxy statement for the Annual Meeting filed with the U.S. Securities and Exchange Commission on January 21, 2014 (the "Proxy Statement").

1. A proposal to elect the following seven directors to serve until the Company's 2015 annual meeting of stockholders and until their respective successors have been elected and qualified: John M. Thornton, James B. DeBello, Vinton P. Cunningham, Gerald I. Farmer, Bruce E. Hansen, Alex W. "Pete" Hart and Sally B. Thornton.

                                     For       Withheld    Broker Non-Votes
             John M. Thornton     11,723,001   1,240,296         13,607,544

             James B. DeBello     11,803,196   1,160,101         13,607,544

           Vinton P. Cunningham   12,279,527     683,770         13,607,544

             Gerald I. Farmer     11,769,189   1,194,108         13,607,544

             Bruce E. Hansen      11,113,044   1,850,253         13,607,544

           Alex W. "Pete" Hart    12,130,937     832,360         13,607,544

            Sally B. Thornton     10,874,458   2,088,839         13,607,544

2. A proposal to approve an amendment to the Mitek Systems, Inc. 2012 Incentive Plan to increase the number of shares of the Company's common stock available for future grant under the plan from 2,000,000 to 4,000,000.

For Against Abstained Broker Non-Votes 9,431,030 3,457,010 75,256 13,607,545

3. A proposal to ratify the selection of Mayer Hoffman McCann P.C. as the Company's independent registered public accounting firm for the fiscal year ending September 30, 2014.

For Against Abstained Broker Non-Votes 23,384,827 2,939,274 246,740 0

4. A proposal to approve, on an advisory, non-binding basis, the compensation of the Company's named executive officers as presented in the Proxy Statement.

For Against Abstained Broker Non-Votes 10,234,470 2,180,186 548,640 13,607,545

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