UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
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)
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(State or other jurisdiction of incorporation
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(Commission
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(IRS employer
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(Address of principal executive offices)
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(Zip code)
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Registrant’s telephone number, including area code: 610 -989-0340
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:
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
Symbol(s)
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Name of each exchange on which registered
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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 November 10, 2021, Cantaloupe, Inc. (the “Company”) held the Company’s 2022 annual meeting of shareholders (the “Annual
Meeting”). The final voting results for each of the proposals submitted to a vote of the shareholders at the Annual Meeting are set forth below.
1. Election of Directors
Each nominee for director was elected, and the voting results were as follows:
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Nominee
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Votes for
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Votes
against |
Abstentions
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Broker
Non-Votes |
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Lisa P. Baird
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50,636,231
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183,894
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25,334
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8,673,149
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Douglas G. Bergeron
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49,326,308
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1,492,746
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26,405
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8,673,149
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Douglas L. Braunstein
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50,752,941
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66,109
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26,409
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8,673,149
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Sean Feeney
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50,763,399
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54,496
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27,564
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8,673,149
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Jacob Lamm
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50,652,429
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166,748
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26,282
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8,673,149
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Michael K. Passilla
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50,753,057
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65,097
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27,305
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8,673,149
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Ellen Richey
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50,752,887
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58,282
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34,290
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8,673,149
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Anne M. Smalling
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50,627,397
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184,072
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33,990
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8,673,149
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Shannon S. Warren
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50,745,886
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64,606
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34,967
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8,673,149
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2. Ratification of the appointment of BDO USA, LLP as the independent registered public accounting firm of
the Company for fiscal year ending June 30, 2022.
The ratification of the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for 2022 was
approved, and the voting results were as follows:
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Votes for
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59,401,510
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Votes against
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107,491
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Abstentions
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9,607
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3. Advisory Vote on named executive officer compensation.
The Company’s shareholders approved, on an advisory basis, the Company’s named executive officer compensation as disclosed in
the Company’s proxy statement for the Annual Meeting, and the voting results were as follows:
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Votes for
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50,294,602
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Votes against
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249,765
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Abstentions
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301,092
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Broker Non-Votes
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8,673,149
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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.
| CANTALOUPE, INC. | |||
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Dated: November 12, 2021
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By:
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/s/ Davina Furnish | |
| Davina Furnish | |||
| General Counsel and Secretary | |||