OOMA INC

8-K · ooma-20260604.htm iXBRL

0001327688 2026-06-04 2026-06-04

  
 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 04, 2026

  
  
 Ooma, Inc.
 (Exact name of Registrant as Specified in Its Charter)
  
  

 Delaware

 001-37493

 06-1713274

 (State or Other Jurisdiction
of Incorporation)

 (Commission File Number)

 (IRS Employer
Identification No.)

  

  

  

  

  

 525 ALMANOR AVENUE
 SUITE 200

  

 SUNNYVALE , California

  

 94085

 (Address of Principal Executive Offices)

  

 (Zip Code)

  

 Registrant’s Telephone Number, Including Area Code: 650 566-6600

  

  

 (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))
 Securities registered pursuant to Section 12(b) of the Act:

Title of each class

  

 Trading
Symbol(s)

  

Name of each exchange on which registered

 Common Stock, par value $0.0001

  

 OOMA

  

 The New York Stock Exchange

 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.
 At the annual meeting of stockholders of Ooma, Inc. (the "Company") held on June 4, 2026 (the “Annual Meeting”), stockholders holding and entitled to vote 23,448,582 shares of common stock of the Company, or approximately 85.2% of the total outstanding shares of common stock on the record date for the Annual Meeting, which constituted a quorum, were present in person or by proxy. At the Annual Meeting, the stockholders voted on the following three proposals, each of which is described in detail in the Company’s proxy statement filed with the Securities and Exchange Commission on April 15, 2026. The voting results are reported below.
  
 Proposal No. 1: Election of Directors. The following individuals were elected to the Board as Class II directors to hold office until the 2029 annual meeting of stockholders or until such director’s successor is duly elected and qualified or until his or her earlier resignation or removal. The results of the election were as follows:
  

 Nominee

 For

 Withheld

 Susan G. Butenhoff

 12,259,460

 6,022,830

 Russ Mann

 17,355,865

 926,425

  

  

 Broker Non-votes  (all Directors)

  

  

 5,166,292

  
 Proposal No. 2: Ratification of the Appointment of the Independent Registered Public Accounting Firm. The stockholders ratified the selection of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending January 31, 2027. There were no broker non-votes on this proposal. The results of the ratification were as follows:
  

 For

 Against

 Abstain

 23,265,635

 17,738

 165,209

  
 Proposal No. 3: Non-Binding Advisory Vote on the Compensation of Our Named Executive Officers. The stockholders approved, on an advisory basis, the Company’s executive compensation for the fiscal year ended January 31, 2026. The voting results were as follows:
  

 For

 Against

 Abstain

 Broker Non-votes

 17,705,978

 528,798

 47,514

 5,166,292

  
 The results reported above are final voting results.
  

 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.

  

  

  

 Ooma, Inc.

  

  

  

  

 Date:

 June 8, 2026

 By:

 /s/ Shig Hamamatsu

  

  

  

 Shig Hamamatsu
Chief Financial Officer