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ELLI > SEC Filings for ELLI > Form 8-K on 17-Jul-2014All Recent SEC Filings

Show all filings for ELLIE MAE INC

Form 8-K for ELLIE MAE INC


17-Jul-2014

Amendments to Articles of Inc. or Bylaws; Change in Fiscal Year, Financial Statemen


Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year
On May 21, 2014, Ellie Mae, Inc. ("Ellie Mae" or the "Company") held its 2014 Annual Meeting of Stockholders, at which Ellie Mae stockholders voted to direct the Company's Board of Directors (the "Board") to amend the Company's then-existing Amended and Restated Certificate of Incorporation (the "Existing Charter") and Amended and Restated Bylaws (the "Existing Bylaws") to replace each supermajority voting requirement therein with a "majority of outstanding shares" voting requirement (the "Vote Threshold Change"). The Vote Threshold Change is described in more detail in the Company's definitive proxy statement filed with the Securities and Exchange Commission on April 11, 2014. On July 11, 2014, the Board approved, subject to approval by the Company's stockholders, an amended and restated version of the Existing Charter (the "Restated Charter") giving effect to the Vote Threshold Change. The Company intends to submit the Restated Charter for approval by the Company's stockholders at its 2015 Annual Meeting of Stockholders. On July 11, 2014 the Board also adopted and approved an amended and restated version of the Existing Bylaws (the "Restated Bylaws"), effective immediately, giving effect to the Vote Threshold Change.
The summary of the Restated Bylaws set forth above is qualified in its entirety by the full text of the Restated Bylaws, a copy of which is attached hereto as Exhibit 3.1 and incorporated by reference herein.



Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

Reference is made to the Exhibit Index attached hereto.


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