UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 205490
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)
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||||||||
| (Address of Principal Executive Offices) | (Zip Code) | |||||||||||||
(650 ) 352-3738
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 obligation 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) | |||||
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Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 2, 2022, Backblaze, Inc. (the "Company") held its 2022 Annual Meeting of Stockholders (the "Annual Meeting") via live webcast. The Company's stockholders voted on two proposals, each of which is summarized below and described in more detail in the Company's definitive proxy statement filed with the Securities and Exchange Commission on April 21, 2022 (the "Proxy Statement").
At the Annual Meeting, there were 7,993,565 shares of Class A common stock and 13,057,876 shares of Class B common stock present or represented by proxy, which represented over 70% of the combined voting power of the shares of Class A common stock and Class B common stock entitled to vote at the Annual Meeting (voting together) as of April 14, 2022 (the "Record Date"), and which constituted a quorum for the transaction of business. Holders of the Company’s Class A common stock were entitled to one vote for each share held as of the Record Date, and holders of the Company’s Class B common stock were entitled to ten votes for each share held as of the Record Date. The proposals and voting results are detailed below:
•Proposal One - Election of Class I Directors. Each of the nominees listed below was elected by the Company's stockholders as Class I directors, to serve until the Company's 2025 annual meeting of stockholders or until her or his successor is duly elected and qualified, or the earlier of her or his death, resignation or removal. The results of such vote were:
| Nominee | For | Withheld | Broker Non-Votes | ||||||||||||||||||||
| Barbara Nelson | 135,389,470 | 336,092 | 2,846,763 | ||||||||||||||||||||
| Earl E. Fry | 135,670,518 | 55,044 | 2,846,763 | ||||||||||||||||||||
•Proposal Two - Ratification of the Appointment of Independent Public Accounting Firm. The appointment of BDO USA, LLP as the Company's independent registered public accounting firm for the Company's fiscal year ending December 31, 2022 was ratified by the Company's stockholders. The results of such vote were:
| For | Against | Abstained | Broker Non-Votes | |||||||||||||||||
| 138,469,180 | 57,840 | 45,305 | 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.
| Date: | June 8, 2022 | Backblaze, Inc. | |||||||||
| By: | /s/ Frank Patchel | ||||||||||
| Frank Patchel, Chief Financial Officer | |||||||||||