Edgar Filing: ZIX CORP

ZIX CORPORATION

Date: June 8, 2016

/s/ Justin K. Ferguson

Justin K. Ferguson

Corporate Secretary

Form 8-K

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 8, 2016

ZIX CORPORATION

(Exact name of registrant as specified in its charter)


Texas	0-17995	75-2216818
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

2711 North Haskell Avenue

Suite 2200, LB 36

Dallas, Texas 75204-2960

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (214) 370-2000

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 obligation of the registrant under any of the following provisions:

¨	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 5.07 Submission of Matters to a Vote of Security Holders

The Company held its annual meeting of shareholders on June 8, 2016. The proposals presented at the annual meeting are described in detail in the Proxy Statement relating thereto, which was filed with the Securities and Exchange Commission on April 29, 2016. The voting results detailed below represent final results as certified by an independent inspector of elections. At the meeting, the Company’s shareholders voted on the proposals as follows:

Proposal 1 Election of Directors

Shareholders elected the following individuals as Directors of the Company.


Nominee	For	Withheld	Broker Non-Votes
Mark J. Bonney	31,870,009	536,227	13,541,649
Taher A. Elgamal	32,060,791	345,445	13,541,649
Robert C. Hausmann	32,267,328	138,908	13,541,649
Maribess L. Miller	32,267,219	139,017	13,541,649
Richard D. Spurr	32,228,939	177,297	13,541,649
David J. Wagner	32,268,891	137,345	13,541,649

Proposal 2 Ratification of Appointment of Accountants

Shareholders ratified the selection of Whitley Penn LLP to serve as the Company’s independent registered public accounting firm for 2016.


For	Against	Abstain
45,166,360	607,162	174,363

Proposal 3 “Say on Pay”

Shareholders approved the following resolution: “Resolved, that shareholders approve the compensation of the Company’s named executive officers, as discussed and disclosed in the Compensation Discussion and Analysis, the executive compensation tables, and any narrative executive compensation disclosure contained in this proxy statement.”


For	Against	Abstain	Broker Non-votes
31,537,292	744,371	124,573	13,541,649

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.