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 (Date of earliest event reported): October 26, 2015~~ ____________________________________________________________

Date of Report (Date of earliest event reported): October 27, 2015

LookSmart, Ltd.

(Exact Name of Registrant as Specified in Charter)

Delaware	000-26357	13-3904355
(State or other jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

555 California Street, #324 San Francisco, CA (Address of principal executive offices)		94105 (Zip Code)

Registrant’s telephone number, including area code: (415) 348-7000

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))

Item 5 2.0701. ~~Submission~~ Completion of ~~Matters~~the toAcquisition aor ~~Vote~~Disposition of ~~Security Holders~~Assets.

OnItem ~~October 26, 2015, LookSmart, Ltd~~5.01 ~~(the~~Changes “Corporation”) held a Special Meeting of Stockholders (the “Special Meeting”) at which the Corporation’s stockholders approved three proposals (the “Proposals”) described more fully below. The Proposals are disclosed in ~~the~~Control consent solicitation on Schedule 14A filed by the Corporation with the Securities and Exchange Commission (the “Commission”) on October 13, 2015 (the “Proxy”). Shareholder consent for the Proposals was sought by the Corporation in order that the Corporation would be authorized to effectuate certain transactions contemplated by that certain Agreement and Plan of ~~Merger (~~the “Merger Agreement”) disclosed in the Corporation’s Current Report on Form 8-K filed with the Commission on April 23, 2015 (the “Merger Agreement 8-K”) and filed as an exhibit thereto, including a merger, a reverse split of the Corporation’s common stock, and a spin-off of the Company’s assets and operations into LookSmart Group, IncRegistrant. ~~(the “Spin-off”).~~

~~The~~Item ~~Proposals~~5.03 ~~approved at~~Amendments ~~the~~to ~~Special~~Articles ~~Meeting~~of ~~are~~Incorporation asor ~~follows:~~Bylaws; Change in Fiscal Year.

~~Proposal~~As previously 1disclosed, on April 23, 2015, LookSmart, Ltd., a Delaware corporation (the “Company”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) by and among the Company, LookSmart Group, Inc., a Nevada corporation, Pyxis Tankers Inc., a Marshall Islands company (“Pyxis”) and Maritime Technologies Corp., a wholly owned subsidiary of Pyxis (“Merger Sub”). On October 28, 2015, the transactions contemplated by the Merger Agreement were completed and the Merger closed (the “Closing”).

AIn satisfaction ~~proposal~~of a condition to ~~effect~~the aClosing, ~~reverse~~on ~~split~~October 27, 2015, the Company filed a Certificate of Amendment to its Certificate of Incorporation with the ~~Corporation’s~~Secretary ~~issued~~of ~~and~~State ~~outstanding~~of ~~common~~the ~~stock~~State byof Delaware to effectuate a ~~ratio~~reverse split of ~~not~~the ~~less~~shares ~~than~~of ~~one~~its common stock on a 0.1512-for-~~two~~1 ~~and~~basis ~~not~~(the ~~more~~“Reverse ~~than~~Split”). ~~one-for-ten at~~The ~~any~~Reverse Split was effective as of 5:00 p.m. (Delaware time) ~~prior~~on toOctober ~~November~~27, 302015. Also on October 27, 2015, a Certificate of Merger was filed with the ~~exact~~Secretary ~~ratio~~of State of the State of Delaware to beeffectuate ~~set~~the atmerger aof ~~whole~~the ~~number~~Company ~~within~~into ~~this~~Merger ~~range~~Sub, aswith ~~determined~~Merger bySub ~~the Board~~being indeemed ~~its~~the ~~sole~~surviving ~~discretion~~Company (the “~~Reverse Split Proposal~~Surviving Company”);.

~~Proposal~~At the 2Closing, in accordance with the Merger Agreement, the following transactions were completed: (i) Company was merged with and into the Surviving Company; (ii) all the assets, operations and liabilities of the Company and its subsidiaries were transferred to LookSmart Group, Inc. (the “Spinoff”); and (iii) the Company effectuated a pro rata distribution of all the outstanding shares of the common stock of LookSmart Group, Inc. to the Company’s stockholders of record as of 4:00 p.m. Eastern Time on October 27, 2015 (the “Distribution”).

AThe ~~proposal~~foregoing description of the Merger Agreement and the transactions contemplated thereby does not purport to ~~adopt~~be complete and is qualified in its entirety by reference to the ~~Spin-Off~~terms of ~~LookSmart~~the Merger Agreement, ~~Ltd~~a copy of which was filed as Exhibit 2.1 to the Company’s ~~business~~Current Report on Form 8-K filed with the SEC on April 23, ~~assets~~2015, ~~and~~which ~~liabilities~~is ~~into~~incorporated ~~LookSmart~~herein ~~Group~~by reference. A copy of the Certificate of Amendment to the Company’s Certificate of Incorporation, ~~Inc~~as amended, is filed as Exhibit 3.1 (hereto. A copy of the ~~“Spin-Off~~Certificate ~~Proposal”);~~of Merger is filed as Exhibit 3.2 hereto.

~~Proposal~~Item 3 .01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

AIn ~~proposal~~connection towith ~~adopt~~the Closing, the ~~Merger~~Company ~~Agreement~~(i) notified the NASDAQ Global Select Market (“NASDAQ”) of the Closing and (ii) requested that NASDAQ file with the SEC a Form 25 Notification of Removal from Listing and/or Registration (“Form 25”) to ~~approve~~delist and deregister the ~~transactions~~Shares ~~contemplated~~under bySection 12(b) ~~such~~of ~~agreement~~the Securities Exchange Act of 1934, as amended (the “~~Merger~~Exchange ~~Proposal~~Act”). The Form 25 was filed on October 28, 2015. The Company’s common stock ceased trading on the NASDAQ following the close of trading on October 28, 2015. The Company also intends to file with the SEC a Form 15 requesting that the Company’s reporting obligations under Section 13 and 15(d) of the Exchange Act be suspended.

~~The Corporation~~ITEM ~~established October 12, 2015 as the record date for determining stockholders entitled to submit written consents~~9.01 ~~Stockholders holding~~FINANCIAL ~~approximately~~STATEMENTS ~~65.08%~~AND of the Corporation’s outstanding voting capital on the Record Date voted in favor of the Reverse Split Proposal; stockholders holding approximately 64.97% of the Corporation’s outstanding voting capital on the Record Date voted in favor of the Spin-off Proposal; and stockholders holding approximately 65.04% of the Corporation’s outstanding voting capital on the Record Date voted in favor of the Merger Proposal.EXHIBITS

The ~~results~~exhibit ~~for~~ listed in the ~~solicitation~~following Exhibit Index is filed as part of ~~the~~this ~~Proposals~~Current ~~are:~~Report on Form 8-K.

(1) The Reverse Split Proposal

Exhibit No.	Description
3.1	Certificate of Amendment to the Certificate of Incorporation
3.2	Certificate of Merger

Votes For	Votes Against	Abstain
3,754,777	20,491	35

SIGNATURE

~~(2)~~Pursuant ~~The~~to ~~Spin-off~~the ~~Proposal~~requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned duly authorized.

Votes For	Votes Against	Abstain
3,748,233	24,602	668

		LookSmart, LTD



		By: /s/ Michael Onghai
		Michael Onghai
		Authorized Representative

~~(2)~~Date: ~~The~~November ~~Merger~~13, ~~Proposal~~2015

Votes For	Votes Against	Abstain
3,752,330	22,313	660

The foregoing description of the Proposals does not purport to be complete and is qualified in its entirety by reference to the complete text of the Proxy.

Item 7.01 Regulation FD Disclosure

Press Release

On October 26, 2015, the Company issued a press release announcing the results of the Special Meeting. A copy of the joint press release is attached hereto as Exhibit 99.1.

The information in this Current Report on Form 8-K furnished pursuant to Items 7.01 and the press release included as Exhibit 99.1 of Item 9.01 shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. This information shall not be incorporated by reference into any registration statement pursuant to the Securities Act of 1933, as amended. The furnishing of the information in this Current Report on Form 8-K is not intended to, and does not, constitute a representation that such furnishing is required by Regulation FD or that the information contained in this Current Report on Form 8-K constitutes material investor information that is not otherwise publicly available.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits.

The exhibit listed in the following Exhibit Index is filed as part of this Current Report on Form 8-K.

Exhibit No.		Description
99.1		LookSmart, Ltd. Press Release dated October 26, 2015

SIGNATURE

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 duly authorized.

LookSmart, LTD By: /s/ Michael Onghai Michael Onghai Chief Executive Officer

Date: October 27, 2015

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