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

Date of Report (Date of earliest event reported) June 23, 2011

Smith Micro Software, Inc.

 

(Exact name of registrant as specified in its charter)

Delaware		0-26536		33-0029027
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

51 Columbia, Aliso Viejo, California		92656
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code (949) 362-5800

None (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 obligation of the registrant under any of the following provisions:

o     Written communications pursuant to Rule 425 under the Securities Act

o     Soliciting material pursuant to Rule 14a-12 under the Exchange Act

o     Pre-commencement communications pursuant to Rule 4d-2(b) under the Exchange Act

o     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

 

 

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

     On June 23, 2011, Smith Micro Software, Inc. (the “Company”) held its 2011 Annual Meeting of Stockholders (the “Annual Meeting”). Four proposals were submitted to, and approved by, stockholders at the Annual Meeting. The proposals were described in detail in the Company’s proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on April 29, 2011. The final results for the votes regarding each proposal are set forth below.

     1. Stockholders elected two directors to the Company’s Board of Directors to hold office until the 2014 Annual Meeting of Stockholders or until their successors are duly elected and qualified. The votes regarding this proposal were as follows:

Name of Nominee		For				Withheld
William W. Smith, Jr.			21,502,246				837,064
William C. Keiper			21,089,750				1,249,560

     2. The non-binding advisory resolution on executive compensation was approved. The votes regarding this proposal were as follows:

For		Against		Abstained		Broker Non-Votes
16,033,566		6,274,141		31,603		7,829,309

     3. Stockholders gave advisory approval of a one-year frequency for future votes on executive compensation. The votes regarding this proposal were as follows:

One Year		Two Years		Three Years		Abstained
17,142,653		2,670,506		2,489,746		36,405

     4. Stockholders ratified the selection of SingerLewak LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2011. The votes regarding this proposal were as follows:

For		Against		Abstained		Broker Non-Votes
29,062,921		1,043,223		62,475		0

SIGNATURES

     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.