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): August 30, 2022

AGILYSYS, INC.

(Exact name of Registrant as Specified in Its Charter)


Delaware	000-5734	34-0907152
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1000 Windward Concourse Suite 250
Alpharetta, Georgia		30005
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: 770 810-7800

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))

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, without par value	AGYS	NASDAQ Global Market

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.

The 2022 Annual Meeting of Shareholders of Agilysys, Inc. was held on August 26, 2022. The following matters were voted on.

Seven Directors were elected to serve one-year terms expiring at the 2023 Annual Meeting of Shareholders. The vote results for Proposal 1 were as follows:


	For	Withheld	Broker Non-Votes
Donald Colvin	23,108,640	289,844	1,599,315
Dana Jones	22,384,477	1,014,008	1,599,315
Jerry Jones	22,421,306	977,178	1,599,315
Michael Kaufman	20,671,007	2,726,802	1,599,315
Melvin Keating	21,771,605	1,629,879	1,599,315
John Mutch	22,317,352	1,081,132	1,599,315
Ramesh Srinivasan	23,079,629	318,856	1,599,315

The Company's executive compensation for its named executive officers was approved on an advisory basis. The vote results for Proposal 2 were as follows:


For	Against	Abstain	Broker Non-Votes
23,271,611	110,636	16,236	1,599,315

The appointment of Grant Thornton LLP to serve as the Company's independent registered public accounting firm for the fiscal year ending March 31, 2023, was ratified. The vote results for Proposal 3 were as follows:


For	Against	Abstain
24,977,456	4,340	16,003

No proposal to adjourn or postpone the Annual Meeting was brought to vote, and no other business was brought before the Annual Meeting.

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 thereunto duly authorized.


			AGILYSYS, INC.

Date:	August 30, 2022	By:	/s/ Kyle C. Badger
			Kyle C. Badger Senior Vice President, General Counsel and Secretary