QAD Inc. (NASDAQ:QADA) Files An 8-K Submission of Matters to a Vote of Security Holders

QAD Inc. (NASDAQ:QADA) Files An 8-K Submission of Matters to a Vote of Security Holders

Item 5.07

Submission of Matters to a Vote of Security Holders

On June 13, 2017, the Company held its 2017 Annual Meeting of
Stockholders (the Annual Meeting).

At the Annual Meeting, the presence, in person or by proxy, of
stockholders holding at least a majority of the voting power of
the Companys outstanding Class A common stock (the Class A Stock)
and Class B common stock (the Class B Stock) constituted a quorum
for the transaction of business. Each share of Class A Stock has
one-twentieth (1/20^th) of a vote and each share of
Class B Stock has one (1) vote. As of the record date of April
17, 2017 (the Record Date), the issued and outstanding voting
securities of the Company were as follows:

1.15,812,189 shares of the Class A Stock, equivalent to 790,609
votes outstanding of Class A Stock; and

2.3,210,303 shares of the Class B Stock, equivalent to 3,210,303
votes outstanding of Class B Stock.

3.Total shares outstanding equaled 19,022,492 equivalent to a
total of 4,000,912 votes entitled to be cast.

Present at the meeting, in person or by proxy on a combined basis
of Class A and Class B common stock, were 16,019,374 shares,
equivalent to 3,518,528 shares voted, representing 87.94% of the
shares entitled to vote as of the Record Date, constituting a
quorum for the purposes of the Annual Meeting. The final voting
results (based on votes eligible to be cast) on each of the
matters submitted to a vote of stockholders were as follows:

Proposal No. 1. Election of Directors. The Companys stockholders elected, by a plurality of the shares present in person or represented by proxy at the Annual Meeting, each of the six director nominees to the board of directors, to serve until our 2018 annual meeting of stockholders or until his or her respective successor has been elected, as follows:

CLASS A AND CLASS B COMMON STOCK VOTING TOGETHER

	FOR	PERCENTAGE	WITHHELD	PERCENTAGE
Karl F. Lopker	3,208,335	91.18%	310,192	8.81%
Pamela M. Lopker	3,197,146	90.86%	321,381	9.13%
Scott J. Adelson	3,451,087	98.08%	67,441	1.91%
Lee D. Roberts	3,484,515	99.03%	34,013	0.96%
Peter R. van Cuylenburg	3,441,752	97.81%	76,776	2.18%
Leslie J. Stretch	3,485,918	99.07%	32,610	0.92%

2.The advisory vote to approve the compensation of the Companys
named executive officers was approved by at least a majority vote
of stockholders as follows:

CLASS A AND CLASS B VOTING TOGETHER

	FOR	AGAINST	ABSTAIN	BROKER NON- VOTES
Total Voted	3,455,041	59,919	3,568	–
% of Voted	98.19%	1.70%	0.10%

About QAD Inc. (NASDAQ:QADA)
QAD Inc. (QAD) is a provider of vertically oriented enterprise software solutions for global manufacturing companies across the automotive, life sciences, consumer products, food and beverage, high technology and industrial products industries. QAD Enterprise Applications enables measurement and control of business processes and supports operational requirements, including financials, manufacturing, demand and supply chain planning, customer management, business intelligence and business process management. QAD delivers components of its solution for a range of mobile platforms. The Company’s mobile suite includes a requisition approval solution, a mobile business intelligence solution, mobile browse capability and mobile application monitoring tools to support system administrators. Its mobile browse capability allows users to view, filter and sort data accessible through QAD Browses within QAD Enterprise Applications using mobile devices.