Form 8-K





Washington, DC 20549







Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) June 4, 2014




(Exact name of registrant as specified in its charter)




Delaware   001-35433   20-2908277

(State or other jurisdiction

of incorporation)



File Number)


(IRS Employer

Identification No.)

3900 N. Capital of Texas Highway, Suite 300 Austin, Texas 78746-3211

(Address of principal executive offices, including zip code)

(512) 551-6000

(Registrant’s telephone number, including area code)

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



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 (see General Instruction A.2. below):


¨ 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 2.02 Results of Operations and Financial Condition

On June 4, 2014, Bazaarvoice, Inc. (“Bazaarvoice”) issued a press release reporting its results of operations for the fiscal quarter and year ended April 30, 2014. A copy of the press release is furnished herewith as Exhibit 99.1.


Item 7.01 Regulation FD Disclosure

On June 4, 2014, Bazaarvoice will post on the “Quarterly Results” section of our Investor Relations website at Frequently Asked Questions regarding discontinued operations related to Bazaarvoice’s anticipated divestiture of the net assets and business of PowerReviews, Inc., a copy of which is furnished herewith as Exhibit 99.2.


Item 9.01 Financial Statements and Exhibits

(d) Exhibits.


Exhibit No.



99.1    Bazaarvoice, Inc. Press Release dated June 4, 2014.
99.2    Frequently Asked Questions

The information furnished in this Current Report under Item 2.02, Item 7.01 and Exhibit 99.1 and Exhibit 99.2 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities of Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.


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.



/s/ Bryan C. Barksdale

      Bryan C. Barksdale
      Chief Legal Officer, General Counsel and Secretary

Date: June 4, 2014