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IPASS INC FILES (8-K) Disclosing Submission of Matters to a Vote of Security Holders

June 5, 2014



Item 5.07 Submission of Matters to a Vote of Security Holders iPass Inc. (the "Company") held its Annual Meeting of Stockholders on June 3, 2014 (the "Annual Meeting"). The following is a brief description of each matter voted upon at the Annual Meeting, as well as the final tally of the number of votes cast for or withheld with respect to the election of directors, and for or against each other matter and the number of abstentions and broker non-votes with respect to each matter. A more complete description of each matter is set forth in the Company's definitive proxy statement filed with the Securities and Exchange Commission on April 28, 2014. Each of the six directors proposed by the Company for re-election was

elected by the following votes to serve until the Company's 2015 Annual Meeting of Stockholders or until his respective successor has been elected and qualified. The tabulation of votes on this matter was as follows: Shares Shares Nominee Voted For Withheld John D. Beletic 29,000,649 11,368,188 Peter C. Clapman 28,940,019 11,428,818 Gary A. Griffiths 29,001,583 11,367,254 Evan L. Kaplan 29,033,649 11,335,188 Robert J. Majteles 28,995,278 11,373,559 Samuel L. Schwerin 37,442,090 2,926,747 There were 17,164,391 broker non-votes for this proposal. The Company's stockholders ratified the selection of KPMG LLP as the independent registered public accounting firm of the Company for its fiscal year ending December 31, 2014. The tabulation of votes on this matter was as follows: shares voted for - 54,827,328; shares voted against - 2,589,312; shares abstaining - 116,588; and broker non-votes - 0. The Company's stockholders also approved, on an advisory basis, the compensation of the Company's named executive officers. The tabulation of votes on this matter was as follows: shares voted for - 28,708,396; shares voted against - 11,345,733; shares abstaining - 314,708; and broker non-votes - 17,164,391.



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Source: Edgar Glimpses


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