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~~ report (~~date~~Date of earliest event reported): ~~April~~June 2914, 2019

~~QUANTENNA~~Quantenna ~~COMMUNICATIONS~~Communications, ~~INC~~Inc.

(Exact ~~name~~Name of ~~registrant~~Registrant as ~~specified~~Specified in ~~its charter~~Charter)

Delaware	001-37927	33-1127317
(State or other jurisdiction of incorporation)	(Commission File No.)	(IRS Employer Identification Number)
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1704 Automation Parkway

San Jose, California 95131

(Address of ~~principal~~Principal ~~executive~~Executive ~~offices~~Offices and Zip Code)

Registrant’s telephone number, including area code: (669) 209-5500

(Registrant’s telephone number, including area code)

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))

☐	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, $0.0001 Par Value	QTNA	The Nasdaq Stock Market LLC

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 x☒

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. x☒

Item 25.0207. ~~Results~~Submission of ~~Operations~~Matters ~~and~~to ~~Financial~~a ~~Condition~~Vote of Security Holders.

On ~~April~~June 2914, 2019, Quantenna Communications, Inc., a Delaware corporation (“Quantenna” or the “Company”), ~~issued~~held a special ~~press~~meeting ~~release~~of ~~announcing~~the ~~its~~Company’s ~~financial~~stockholders ~~results~~in Menlo Park, California (the “Quantenna Special Meeting”). As of May 13, 2019, the Company’s record date for the ~~first~~Special ~~quarter~~Meeting, there were a total of ~~fiscal~~38,611,258 ~~year~~shares ~~2019~~of common ~~ended~~stock, ~~March 31~~par value $0.0001 per share, ~~2019~~(the “Quantenna common stock”) outstanding and entitled to vote at the Quantenna Special Meeting. AAt ~~copy~~the Quantenna Special Meeting, 28,097,701 shares of ~~the~~Quantenna ~~press~~common ~~release~~stock iswere ~~attached~~present ~~hereto~~or represented asby ~~Exhibit~~proxy 99and, therefore, a quorum was present.1 The Company’s stockholders voted on three proposals, each of which was approved by the requisite vote of the Company’s stockholders. The final voting results for the proposals are set forth below.

~~This~~Proposal ~~information~~1: isA ~~intended~~proposal to beadopt ~~furnished~~the ~~under~~Agreement ~~Item 2.02~~ and ~~Item~~Plan ~~9.01~~ of ~~Form 8-K~~Merger, ~~“Results~~dated ofMarch 27, ~~Operations~~2019 ~~and~~(the ~~Financial Condition~~“Merger Agreement”), ~~and~~among ~~shall~~ON ~~not~~Semiconductor beCorporation ~~deemed~~ (“~~filed~~ON Semiconductor”), ~~for~~Raptor ~~purposes~~Operations ~~of Section 18 of the Securities Exchange Act of 1934~~Sub, asInc. ~~amended~~ (~~the~~which “~~Exchange~~Merger ~~Act~~Sub”), orwhich ~~otherwise~~is ~~subject~~a towholly ~~the~~owned ~~liabilities~~subsidiary of ~~that~~ON ~~Section~~Semiconductor, ~~nor~~and ~~shall~~Quantenna, bepursuant ~~deemed~~to ~~incorporated~~which byMerger ~~reference~~Sub inwill be ~~any~~merged ~~filing~~with ~~under~~and ~~the~~into ~~Securities~~Quantenna ~~Act~~(the ~~of 1933~~“Merger”), aswith ~~amended,~~Quantenna orcontinuing as the ~~Exchange~~surviving ~~Act,~~corporation ~~except~~in asthe ~~shall~~Merger beand ~~expressly~~a ~~set~~wholly ~~forth~~owned bysubsidiary ~~specific~~of ~~reference~~ON inSemiconductor ~~such~~(the a“Merger ~~filing~~Proposal”).

Item 9.01. Financial Statements and Exhibits.


For	Against	Abstain
28,008,845	2,519	86,337

~~(d)~~Proposal ~~Exhibits~~2: A non-binding, advisory proposal to approve specified compensation that will or may become payable to Quantenna’s named executive officers in connection with the Merger.

ExhibitNo.	Description
For	Against	Abstain
99.1	Press Release issued by Quantenna Communications, Inc., dated April 29, 2019.
27,800,694	172,620	124,387

~~EXHIBIT~~Proposal ~~INDEX~~3: A proposal to adjourn the Quantenna Special Meeting, if necessary, to solicit additional proxies if there are not sufficient votes at the time of the Quantenna Special Meeting to adopt the Merger Agreement.

ExhibitNo.	Description
For	Against	Abstain
99.1	Press Release issued by Quantenna Communications, Inc., dated April 29, 2019.
26,976,472	1,031,720	89,509

~~SIGNATURES~~As a result of the receipt of sufficient votes of Quantenna’s stockholders with respect to the approval of Proposal 1, the board of directors of the Company did not exercise its authority to adjourn the Quantenna Special Meeting to a later date or time to solicit additional proxies in favor of the proposal to adopt the Merger Agreement.

~~Pursuant~~The toaffirmative ~~the~~vote ~~requirements~~of Quantenna stockholders holding a majority of the ~~Securities~~outstanding ~~Exchange~~shares ~~Act~~ of ~~1934,~~Quantenna common stock entitled to vote on the Merger ~~Registrant~~Proposal ~~has~~satisfies ~~duly~~one ~~caused~~of ~~this~~the ~~report~~conditions to bethe ~~signed~~closing onof ~~its~~the ~~behalf~~merger contemplated by the ~~undersigned~~Merger ~~hereunto~~Agreement, ~~duly~~which ~~authorized~~remains subject to other customary closing conditions.

		QUANTENNA COMMUNICATIONS, INC.
Date:	April 29, 2019	By: /s/ Tom MacMitchell
		Tom MacMitchell
		General Counsel

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.


	QUANTENNA COMMUNICATIONS, INC.
	(Registrant)

Date: June 14, 2019	By:	/s/ Tom MacMitchell
		Tom MacMitchell
		General Counsel and Corporate Secretary

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