UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
June 9, 2011 (June 3, 2011)
Date of Report (Date of earliest event reported)
IMMERSION CORPORATION
(Exact name of Registrant as specified in its charter)
| Delaware | 000-27969 | 94-3180138 | ||
| (State or other jurisdiction of incorporation) |
(Commission file number) |
(I.R.S. Employer Identification No.) |
| 801 Fox Lane, San Jose, CA | 95131 | |
| (Address of principal executive offices) | (Zip Code) |
(408) 467-1900
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions (see General Instruction A.2 below):
| ¨ | 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)) |
Item 1.01 Entry into a Material Definitive Agreement.
At the 2011 Annual Meeting of Stockholders of Immersion Corporation (“Immersion”), stockholders approved the adoption of Immersion’s 2011 Equity Incentive Plan. The full text of Immersion’s 2011 Equity Incentive Plan, which was filed with the Securities and Exchange Commission on April 21, 2011 as Appendix A to Immersion’s Definitive Proxy Statement on Schedule 14A for the 2011 Annual Meeting is incorporated herein by reference.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Reference is made to the disclosure in Item 1.01.
Item 5.07. Submissions of Matters to a Vote of Security Holders.
On June 3, 2011, Immersion held its 2011 Annual Meeting of Stockholders. Proxies for the Annual Meeting were solicited pursuant to Regulation 14A of the Securities and Exchange Act. The following proposals were adopted as follows:
| 1. | The election of two (2) Class III directors, John Fichthorn and Carl Schlachte, to serve for a term of three years and until their successors are elected and qualified, or until their earlier death, resignation or removal: |
| Nominees |
Shares For |
Shares Withheld |
Shares Abstaining |
Broker Non-Votes | ||||
| John Fichthorn |
15,330,509 | 296,019 | 0 | 8,437,783 | ||||
| Carl Schlachte |
15,336,001 | 290,527 | 0 | 8,437,783 |
| 2. | Approval, on an Advisory Basis, of the Compensation of Immersion’s Named Executive Officers: |
| Shares For |
Shares Against |
Shares Abstaining |
Broker Non-Votes | |||
| 15,329,982 | 261,736 | 34,810 | 8,437,783 |
| 3. | Advisory Vote on the Frequency of Holding an Advisory Vote on Executive Compensation: |
| 1 Year |
2 Years |
3 Years |
Shares Abstaining |
Broker Non-Votes | ||||
| 6,740,701 | 215,457 | 8,589,760 | 80,610 | 0 |
| 4. | Approval of the Adoption of Immersion’s 2011 Equity Incentive Plan: |
| Shares For |
Shares Against |
Shares Abstaining |
Broker Non-Votes | |||
| 9,876,339 | 5,667,516 | 82,673 | 8,437,783 |
| 5. | Ratification of the Appointment of Deloitte & Touche LLP as Immersion’s Independent Registered Public Accounting Firm for the Fiscal Year ending December 31, 2011: |
| Shares For |
Shares Against |
Shares Abstaining |
Broker Non-Votes | |||
| 23,911,284 | 56,764 | 96,263 | 0 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, Immersion has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| IMMERSION CORPORATION | ||||||||
| Date: June 9, 2011 | By: | /s/ AMIE PETERS | ||||||
| Name: Amie Peters | ||||||||
| Title: General Counsel and VP, Legal | ||||||||