Current Report Filing (8-k)
October 11 2016 - 3:19PM
Edgar (US Regulatory)
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 6, 2016
ANDREA
ELECTRONICS
CORPORATION
(Exact name of registrant as specified in its charter)
New York
|
1-4324
|
11-0482020
|
(State or other jurisdiction
|
(Commission
|
(IRS Employer
|
of incorporation)
|
File Number)
|
Identification No.)
|
|
620 Johnson Avenue Suite 1B, Bohemia, New York
11716
|
(Address of principal executive offices) (Zip
Code)
|
|
(631) 719-1800
|
(Registrants telephone number, including area
code)
|
|
Not Applicable
|
(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:
☐
|
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 5.07 Submission of
Matters to a Vote of Security Holders
(a) The annual meeting of
stockholders of Andrea Electronics Corporation (the Company) was held on
October 6, 2016.
(b) The matters considered and
voted on by the stockholders at the annual meeting and the vote of the
stockholders were as follows:
1.
|
The
following individuals were elected as directors, to serve until the next
annual meeting of stockholders by the following
vote:
|
Name
|
|
Shares
Voted For
|
|
Votes
Withheld
|
|
Broker
Non-Votes
|
Douglas J.
Andrea
|
|
14,576,535
|
|
14,863,531
|
|
26,496,485
|
Gary A.
Jones
|
|
14,547,175
|
|
14,892,891
|
|
26,496,485
|
Louis
Libin
|
|
14,647,115
|
|
14,792,951
|
|
26,496,485
|
Joseph J.
Migliozzi
|
|
14,666,175
|
|
14,773,891
|
|
26,496,485
|
Jonathan D.
Spaet
|
|
14,647,175
|
|
14,792,891
|
|
26,496,485
|
2.
|
The
appointment of Marcum LLP as the Companys independent registered public
accounting firm for the fiscal year ending December 31, 2016 was ratified
by the stockholders by the following vote:
|
Shares Voted For
|
|
Shares Voted Against
|
|
Abstentions
|
52,661,561
|
|
2,453,769
|
|
821,221
|
There were no broker non-votes on the
proposal.
|
|
3.
|
|
The vote on the
non-binding resolution to approve the compensation of the named executive
officers was as follows:
|
Shares Voted
For
|
|
Shares Voted
Against
|
|
Abstentions
|
|
Broker
Non-Votes
|
13,131,554
|
|
15,545,126
|
|
763,386
|
|
26,496,485
|
(c) Not applicable.
(d) Not applicable.
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 thereunto duly
authorized.
|
ANDREA ELECTRONICS CORPORATION
|
|
(Registrant)
|
|
Date: October 11,
2016
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By:
|
/s/ Corisa L.
Guiffre
|
|
|
Corisa L.
Guiffre
|
|
|
Vice President
and Chief Financial Officer
|
Andrea Electronics (CE) (USOTC:ANDR)
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