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PKT > SEC Filings for PKT > Form 8-K on 2-Jun-2014All Recent SEC Filings

Show all filings for PROCERA NETWORKS, INC.

Form 8-K for PROCERA NETWORKS, INC.


2-Jun-2014

Submission of Matters to a Vote of Security Holders


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

Procera Networks, Inc. (the "Company") held the 2014 Annual Meeting of Stockholders (the "Annual Meeting") on May 29, 2014 at the Company's offices located at 47448 Fremont Boulevard, Fremont, California 94538. At the Annual Meeting, the Company's stockholders were asked to vote upon:

1. The election of eight nominees to the Company's Board of Directors to serve until the 2015 annual meeting of stockholders. The nominees for election were James F. Brear, Staffan Hillberg, Alan B. Lefkof, Mary Losty, Scott McClendon, Douglas Miller, Thomas Saponas and William Slavin;

2. An advisory vote to approve the compensation of the Company's named executive officers; and

3. The ratification of the selection by the Audit Committee of the Company's Board of Directors of McGladrey LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2014.

The results of the matters voted on at the Annual Meeting, based on the presence in person or by proxy of holders of record of 17,907,869 shares of the 20,660,157 shares of the Company's common stock entitled to vote, were as follows:

1. The election of each of Messrs. Brear, Hillberg, Lefkof, McClendon, Miller, Saponas and Slavin and Ms. Losty as directors of the Company to serve until the 2015 annual meeting of stockholders, and until his or her successor is elected and qualified, or until his or her earlier death, resignation or removal, was approved as follows:

                                                           BROKER NON-
                                     FOR       WITHHELD       VOTES
               James F. Brear     11,775,527   1,106,764    5,025,578
               Staffan Hillberg   12,135,405    746,886     5,025,578
               Alan B. Lefkof     12,312,848    569,443     5,025,578
               Mary Losty         12,314,018    568,273     5,025,578
               Scott McClendon    12,396,068    486,223     5,025,578
               Douglas Miller     12,348,568    533,723     5,025,578
               Thomas Saponas     12,387,728    494,563     5,025,578
               William Slavin     12,313,398    568,893     5,025,578

2. The advisory vote to approve the compensation of the Company's named executive officers was approved as follows:

FOR AGAINST ABSTAIN BROKER NON-VOTES
11,383,133 1,463,115 36,043 5,025,578

3. The selection of McGladrey LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2014 was ratified as follows:

FOR AGAINST ABSTAIN BROKER NON-VOTES
16,460,235 1,429,294 18,340 0


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