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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A-1
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1998
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ......... to ...........
Commission file number 0-26194
SEER TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
Delaware 13-3556562
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
8000 Regency Parkway
Cary, North Carolina
27511
(Address of principal executive offices)
(Zip Code)
(919) 380-5000
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.
Yes ....X.... No ........
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class Outstanding at June 16, 1998
Common Stock, $0.01 par value 11,950,633 shares
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PART II. Other Information
Item 4. Submission of Matters to a Vote of Security Holders
The Annual Meeting of Stockholders of the Company was held on
February 20, 1998.
The following is a brief description of each matter voted upon at the
meeting and the number of affirmative votes and the number of negative
votes cast with respect to each matter.
(a) The stockholders elected the following persons as directors of the
Company: Bruce K. Anderson, Frank T. Cary, Anthony J. de Nicola,
George L. McTavish, Robert A. Minicucci, and Thomas A. Wilson. The
votes for, against(withheld) and votes abstaining for each nominee
were as follows:
<TABLE>
<CAPTION>
Votes Votes Votes
Nominee For Withheld Abstained
------- --------- -------- ---------
<S> <C> <C> <C>
Bruce K. Anderson 13,657,392 58,938 -
Frank T. Cary 13,661,916 54,414 -
Anthony J. de Nicola 13,662,116 54,214 -
George L. McTavish 13,662,116 54,214 -
Robert A. Minicucci 13,662,116 54,214 -
Thomas A. Wilson 13,662,616 53,714 -
</TABLE>
(b) The shareholders were also asked to approve an amendment to the
Company's Stock Option and Restricted Stock Purchase Plan
increasing the number of shares of common stock reserved for
issuance. The Amendment was approved with 10,256,754 shares voting
for, 352,819 shares voting against, and 15,039 shares abstained.
(c) The shareholders ratified the appointment of Coopers & Lybrand as
the Company's independent public accountants by a vote of
13,670,923 shares voting for, 30,155 shares voting against, and
15,250 shares abstained.
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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 thereunto duly authorized.
SEER TECHNOLOGIES, INC.
/s/ Steven Dmiszewicki
Date: June 17, 1998 ..............................................
Steven Dmiszewicki
Co-President and Chief Financial Officer
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