VIAV Viavi Solutions
Filed: 19 Nov 20, 4:22pm
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Amendment No. 1)
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): November 11, 2020
VIAVI SOLUTIONS INC.
(Exact name of Registrant as specified in its charter)
(State or other jurisdiction
of incorporation or organization)
|(Commission file number)|
|6001 America Center Drive||San Jose,||California||95002|
|(Address of principal executive offices and Zip Code)|
(Registrant’s telephone number, including area code)
(Former name or former address, if changed since last report)
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
|Title of each class||Trading Symbol||Name of the exchange on which registered|
|Common Stock, $0.001 par value||VIAV||The Nasdaq Stock Market LLC|
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company. ☐
On November 17, 2020, Viavi Solutions Inc. (the “Company”) filed a Current Report on Form 8-K to report the voting results from its 2020 Annual Meeting of Stockholders (“Annual Meeting”) conducted on November 11, 2020. Due to scrivener’s error, the voting results with respect to the re-election of director Glenda Dorchak to serve until the 2021 Annual Meeting of Stockholders were inadvertently omitted. The Company is filing this Form 8-K/A as an amendment (“Amendment No. 1”) to the aforementioned Form 8-K to include the final voting results for Ms. Dorchak.
Item 5.07. Submission of Matters to a Vote of Security Holders.
At the Annual Meeting, the Company's stockholders holding and entitled to vote 215,586,314 shares of the Company's Common Stock, or approximately 93.9% of the total outstanding shares of the Company's Common Stock on the record date for the Annual Meeting were present in person or by proxy. At the Annual Meeting, the stockholders voted on the following three proposals, each of which is described in detail in the Company’s 2020 Proxy Statement. The final voting results are reported below.
Proposal 1: To elect nine directors to serve until the 2021 Annual Meeting of Stockholders:
Proposal 2: To ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending July 3, 2021:
Proposal 3: To approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers:
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|VIAVI SOLUTIONS INC.|
|By:||/s/ Kevin Siebert|
|Title:||Senior Vice President, General Counsel and Secretary|
|November 19, 2020|