ASURE SOFTWARE INC — Declaration of Voting Results & Voting Rights Announcements 2013

Jun 10, 2013

8-K 1 asuresoftware8k061013.htm asuresoftware8k061013.htm Licensed to: Federal Filings Document Created using EDGARizerAgent 5.4.4.0 Copyright 1995 - 2013 Thomson Reuters. All rights reserved.

EFPlaceholder EFPlaceholder EFPlaceholder EFPlaceholder 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: June 10, 2013 (Date of earliest event reported)
Asure Software, Inc. (Exact name of registrant as specified in its charter)
Delaware (State or other jurisdiction of incorporation)	0-20008 (Commission File Number)	74-2415696 (IRS Employer Identification Number)
110 Wild Basin Rd , Suite 100, Austin, TX (Address of principal executive offices)		78746 (Zip Code)
512-437-2700 (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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o 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 stockholders on June 10, 2013. The stockholders considered four proposals, each of which is described in detail in its proxy statement, which was filed with the Securities and Exchange Commission on April 30, 2013. The proposals voted upon and the results of those votes were the following:

Proposal 1: To elect five directors to the board of directors to hold office until the next annual meeting of stockholders or until their respective successors are duly elected and qualified

NAME — David Sandberg	1,528,782	139,680	2,571,877
Patrick Goepel	1,177,525	490,937	2,571,877
Adrian Pertierra	1,525,853	142,609	2,571,877
Matthew Behrent	1,528,188	140,274	2,571,877
J. Randall Waterfield	1,528,827	139,635	2,571,877

Proposal 2: To ratify the Audit Committee’s appointment of Ernst & Young LLP as our independent registered public accounting firm for the year ending December 31, 2013

VOTES FOR — 4,118,641	12,759	108,939	0

Proposal 3: To approve an amendment to the Company’s 2009 Equity Incentive Plan to increase the number of shares reserved under the plan from 900,000 to 1,200,000

VOTES FOR — 1,018,787	646,236	3,439	2,571,877

Proposal 4: To approve, on a non-binding advisory basis, the compensation of our named executive officers

VOTES FOR — 1,536,152	127,395	4,915	2,571,877

Proposal 5: To hold a non-binding advisory vote on the frequency of future advisory votes on executive compensation

3 YEARS — 1,168,809	6,055	466,274	27,324

EFPlaceholder EFPlaceholder EFPlaceholder

SIGNATURE

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.

/s/ Jennifer Crow
Jennifer Crow
Chief Financial Officer