Item 5.07
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Submission of Matters to a Vote of Security Holders.
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On September 12, 2016, we held our annual meeting of stockholders. The final voting results for each of the proposals submitted to a vote of the stockholders are set forth below.
Election of Directors
At the Meeting, the Shareholders voted on the election of the directors with the following votes:
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For
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Against
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Withheld/Abstain
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Non-Votes
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Chris Cooper
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2,149,270
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6,325
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7,108
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592,518
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|
|
|
|
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Donovan Jones
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2,142,078
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10,910
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9,715
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592,518
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|
|
|
|
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Bruce Joyce
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2,149,300
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6,295
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7,108
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592,518
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|
|
|
|
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Owen Matthews
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2,130,606
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6,295
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25,802
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592,518
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|
|
|
|
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Terence Matthews
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2,149,175
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6,295
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7,233
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592,518
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|
|
|
|
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Larry Timlick
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2,149,286
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6,299
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7,118
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592,518
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As a result, Chris Cooper, Donovan Jones, Bruce Joyce, Owen Matthews, Terence Matthews and Larry Timlick were elected as directors of the Company for a one-year term expiring on the day of the 2017 meeting of Shareholders.
Appointment of BDO Canada LLP, Chartered Accountants
At the Meeting, the Shareholders ratified the selection of BDO Canada LLP, Chartered Accountants, as auditors of the Company with the following votes:
For
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Against
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Withheld/Abstain
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Non-Votes
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2,749,534
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2,263
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3,424
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0
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Increase in the number of shares issuable under the Amended 2010 Stock Option Plan
At the Meeting, the disinterested Shareholders approved an increase in the number of shares issuable under the Company’s Amended 2010 Stock Option Plan by 200,000 shares with the following votes:
For
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Against
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Withheld/Abstain
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Non-Votes
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1,951,907*
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719,281
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15
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3
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*Excluded 84,015 shares owned and voted by insiders of the Company who may benefit directly or indirectly from the amendment.
Decrease in the exercise price of outstanding stock options under the Amended 2010 Stock Option Plan
At the Meeting, the disinterested Shareholders approved a decrease of the exercise price of outstanding stock options under the Company’s Amended 2010 Stock Option Plan with the following votes:
For
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Against
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Withheld/Abstain
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Non-Votes
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1,754,713*
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323,888
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87
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592,518
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*Excluded 84,015 shares owned and voted by insiders of the Company who may benefit directly or indirectly from the amendment.
Increase in the number of shares issuable under Deferred Share Unit Plan
At the Meeting, the disinterested Shareholders approved an increase in the number of shares issuable under the Company’s Deferred Share Unit Plan by 100,000 shares with the following votes:
For
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Against
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Withheld/Abstain
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Non-Votes
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792,276*
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19,322
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39
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592,518
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*Excludes 1,351,066 shares owned and voted by insiders of the Company who may benefit directly or indirectly from the amendment.
Non-binding Resolution to Approve Compensation of the Executive Officers
At the Meeting, the Shareholders approved a non-binding resolution approving the compensation of the Company’s named executive officers with the following votes:
For
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Against
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Withheld/Abstain
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Non-Votes
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2,144,494
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18,174
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35
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592,518
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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.
COUNTERPATH CORPORATION
By:
/s/ David Karp
David Karp
Chief Financial Officer
Dated: September 15, 2016