SECURITIESFORM AND EXCHANGE COMMISSION8-K

☐Item Pre-commencement5.07 communicationsSubmission pursuantof Matters to Rulea 14d-2(b)Vote underof theSecurity Exchange Act (17 CFR 240Holders.14d-2(b))

UNITED ~~STATES~~STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549

~~WASHINGTON,~~CURRENT ~~DC 20549~~ REPORT

~~FORM~~Pursuant ~~8-K~~to Section 13 or 15(d) of the Securities Exchange Act of 1934

~~CURRENT~~Date ~~REPORT~~of Report (Date of earliest event reported): June 05, 2025

~~Pursuant~~Ooma, ~~to Section 13 or 15(d)~~Inc.

(Exact name of ~~the~~Registrant ~~Securities~~as ~~Exchange~~Specified ~~Act~~in ofIts ~~1934~~Charter)

Date of Report (Date of earliest event reported): May 28, 2025


Delaware	001-37493	06-1713274
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

525 ALMANOR AVENUE SUITE 200
SUNNYVALE, California		94085
(Address of Principal Executive Offices)		(Zip Code)

~~Ooma~~Registrant’s Telephone Number, ~~Inc.~~Including Area Code: 650 566-6600

(~~Exact~~Former Name ofor ~~Registrant~~Former asAddress, ~~Specified~~if inChanged ~~its~~Since ~~Charter)~~Last Report)

Delaware		001-37493		06-1713274
(State or other jurisdictionof incorporation or organization)		(CommissionFile Number)		(I.R.S. EmployerIdentification No.)

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:

~~525~~☐Written ~~Almanor~~communications ~~Avenue,~~pursuant ~~Suite~~to ~~200,~~Rule ~~Sunnyvale,~~425 ~~California~~under ~~94085~~the Securities Act (17 CFR 230.425)

~~(Address~~☐Soliciting ofmaterial ~~principal~~pursuant ~~executive~~to ~~offices~~Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(~~650~~b) ~~566~~under the Exchange Act (17 CFR 240.14d-~~6600~~2(b))

~~(Registrant’s~~☐Pre-commencement ~~telephone~~communications ~~number,~~pursuant ~~including~~to ~~area~~Rule ~~code~~13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

~~Not~~Securities ~~applicable~~registered pursuant to Section 12(b) of the Act:

(Former name or former address, if changed since last report.)


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.0001	OOMA	The New York Stock Exchange

~~Check~~Indicate ~~the~~by ~~appropriate~~check ~~box~~mark ~~below~~whether if the ~~Form~~registrant ~~8-K~~is ~~filing~~an isemerging ~~intended~~growth tocompany ~~simultaneously~~as ~~satisfy~~defined ~~the~~in ~~filing~~Rule ~~obligation~~405 of the ~~registrant~~Securities ~~under~~Act ~~any~~of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the ~~following~~Securities ~~provisions~~Exchange ~~(see~~Act ~~General~~of ~~Instruction~~1934 A(§ 240.12b-2. ~~below~~of this chapter):.

☐Emerging ~~Written~~growth ~~communications~~company ~~pursuant to Rule 425 under the Securities Act (17 CFR 230.425)~~☐

☐If ~~Soliciting~~an ~~material~~emerging ~~pursuant~~growth tocompany, ~~Rule~~indicate ~~14a-12~~by ~~under~~check mark if the ~~Exchange~~registrant ~~Act~~has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(17a) ~~CFR~~of ~~240~~the Exchange Act.~~14a-12)~~ ☐

OOMA, INC.

Date: May 28, 2025

/s/ Shig Hamamatsu

Shig Hamamatsu

Chief Financial Officer

☐At ~~Pre-commencement~~the ~~communications~~annual ~~pursuant~~meeting toof ~~Rule~~stockholders ~~13e-4~~of Ooma, Inc. (cthe "Company") ~~under~~held on June 5, 2025 (the “Annual Meeting”), stockholders holding and entitled to vote 24,263,059 shares of common stock of the Company, or approximately 88.03% of the total outstanding shares of common stock on the record date for the Annual Meeting, which constituted a quorum, were present in person or by proxy. At the Annual Meeting, the stockholders voted on the following five proposals, each of which is described in detail in the Company’s proxy statement filed with the Securities and Exchange ~~Act~~Commission ~~(17~~on ~~CFR~~April ~~240~~18, 2025.~~13e-4(c))~~ The voting results are reported below.

~~Securities~~Proposal ~~registered~~No. ~~pursuant~~1: Election of Directors. The following individuals were elected to ~~Section~~the ~~12(b)~~Board as Class I directors to hold office until the 2028 annual meeting of stockholders or until such director’s successor is duly elected and qualified or until his or her earlier resignation or removal. The results of the ~~Act~~election were as follows:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Nominee	For	Withheld
Common Stock, par value $0.0001	OOMA	The New York Stock Exchange
Peter J. Goettner	11,489,550	8,000,439
Eric B. Stang	18,318,432	1,171,557
Jenny C. Yeh	18,041,443	1,448,546
		Broker Non-votes (all Directors)
		4,773,070

~~Indicate~~Proposal byNo. ~~check~~2: ~~mark~~Ratification ~~whether~~of the ~~registrant~~Appointment isof anthe ~~emerging~~Independent ~~growth~~Registered ~~company~~Public asAccounting ~~defined~~Firm. inThe ~~Rule~~stockholders ~~405~~ratified of the ~~Securities~~selection ~~Act~~ of ~~1933~~KPMG ~~(§ 230.405~~LLP ofas ~~this~~the ~~chapter)~~Company’s orindependent ~~Rule~~registered ~~12b-2~~public ofaccounting firm for the ~~Securities~~fiscal ~~Exchange~~year ~~Act~~ending ofJanuary ~~1934~~31, ~~(§ 240~~2026.~~12b~~ There were no broker non-2votes ofon this ~~chapter)~~proposal. The results of the ratification were as follows:

Emerging growth company ☐


For	Against	Abstain
24,153,638	19,033	90,388

IfProposal anNo. ~~emerging~~3: ~~growth~~Non-Binding ~~company,~~Advisory ~~indicate~~Vote byon ~~check mark if~~ the ~~registrant~~Compensation ~~has~~of ~~elected~~Our ~~not~~Named toExecutive ~~use~~Officers. ~~the~~The ~~extended~~stockholders ~~transition~~approved, ~~period~~on ~~for~~an ~~complying~~advisory ~~with~~basis, ~~any~~the ~~new~~Company’s orexecutive ~~revised~~compensation ~~financial~~for ~~accounting~~the ~~standards~~fiscal ~~provided~~year ~~pursuant~~ended toJanuary ~~Section~~31, ~~13(a)~~2025. ofThe ~~the~~voting ~~Exchange~~results ~~Act.~~were ☐as follows:

Item 2.02. Results of Operations and Financial Condition


For	Against	Abstain	Broker Non-votes
18,815,983	659,780	14,226	4,773,070

OnProposal ~~May 28, 2025, Ooma, Inc~~No. ~~(the~~4: ~~“Company”)~~Amendment ~~issued~~and aRestatement ~~press~~of ~~release~~the ~~announcing~~Ooma, ~~its~~Inc. ~~financial~~2015 ~~results~~Equity ~~for~~Incentive Plan (the ~~fiscal~~"EIP"). ~~first~~The ~~quarter~~stockholders ~~ended~~approved ~~April~~an ~~30,~~amendment ~~2025.~~and ~~The~~restatement ~~full text~~ of the ~~press~~EIP ~~release~~to ~~issued~~prevent ~~in connection with~~ the ~~announcement~~EIP isfrom ~~furnished~~expiring asin ~~Exhibit~~July 992025.1 toThe ~~this~~voting ~~Current~~results ~~Report~~were onas ~~Form 8-K.~~follows:

The information set forth in this Item 2.02 (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.


For	Against	Abstain	Broker Non-votes
18,406,720	1,041,292	41,977	4,773,070

~~Item~~Proposal 9No.01 5: Amendment and Restatement of the Ooma, Inc. ~~Financial~~2015 ~~Statements~~Employee Stock Purchase Plan (the "ESPP"). The stockholders approved an amendment and ~~Exhibits~~restatement of the ESPP to prevent the ESPP from expiring in July 2025. The voting results were as follows:

Exhibits.


For	Against	Abstain	Broker Non-votes
19,342,257	142,867	4,865	4,773,070

Exhibit No.		Description
99.1		Press release dated May 28, 2025 titled “Ooma Reports Fiscal First Quarter 2026 Financial Results”
104		Cover Page Interactive Data File (formatted as Inline XBRL)

The results reported above are final voting results.

~~SIGNATURE~~Item 9.01 Financial Statements and Exhibits

~~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.~~(d) Exhibits

Exhibit No. Description

10.1 Ooma, Inc. 2015 Equity Incentive Plan, as amended and restated on April 14, 2025.

10.2 Ooma, Inc. 2015 Employee Stock Purchase Plan, as amended and restated on April 14, 2025.

104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.


			Ooma, Inc.

Date:	June 9, 2025	By:	/s/ Shig Hamamatsu
			Shig Hamamatsu Chief Financial Officer

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