Current Report Filing (8-k)
May 26 2017 - 4:05PM
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): May 25, 2017
eMagin
Corporation
(Exact
name of registrant as specified in its charter)
Delaware
|
|
000-15751
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56-1764501
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(State
or other jurisdiction of
incorporation)
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(Commission
File Number)
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(IRS
Employer
Identification No.)
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2070
Route 52, Hopewell Junction, NY 12533
(Address
of principal executive offices and Zip Code)
Registrant's
telephone number, including area code (845) 838-7900
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))
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule
12b-2 of the Securities Exchange Act of 1934:
Emerging
growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.07.
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Submission of
Matters to a Vote of Security Holders
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On
May 25, 2017, eMagin Corporation (the “Company”) held its Annual Meeting of Stockholders. As of April 13, 2017, the
record date for the meeting, the Company had outstanding and entitled to vote 31,652,589 shares of common stock and 5,659 shares
of its outstanding Series B Convertible Preferred Stock, where each such share of Series B Convertible Preferred Stock was entitled
to voting rights equal to the number of shares of common stock issuable upon conversion of the Series B Convertible Preferred
Stock, which was a total of 7,545,333 shares of common stock. All matters submitted to a vote of our stockholders at the annual
meeting were approved and all director nominees were elected.
The
certified results of each of the matters voted upon at the annual meeting, which are more fully described in our definitive proxy
statement, are as follows:
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(1)
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Election
of seven (7) directors for terms expiring at the 2018 annual meeting of stockholders.
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DIRECTORS
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FOR
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WITHHELD
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Christopher Brody
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23,452,195
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250,355
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Paul Cronson
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23,519,235
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183,315
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Leslie G. Polgar
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23,517,469
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185,081
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Ellen Richstone
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23,517,835
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184,715
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Andrew G. Sculley
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23,517,460
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185,090
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Stephen M. Seay
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23,517,683
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184,867
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Jill W. Wittels
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23,518,933
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183,617
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There were 11,140,936 broker non-votes
regarding this proposal.
(2)
Ratification of the selection of RSM US LLP as the Company’s independent registered public accounting firm for the fiscal
year ending December 31, 2017.
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FOR
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AGAINST
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ABSTAIN
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34,483,106
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329,236
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31,144
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There
were 0 broker non-votes regarding this proposal.
(3)
Approval of the Company’s 2017 Stock Option and Incentive Plan.
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FOR
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AGAINST
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ABSTAIN
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15,753,422
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530,301
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35,340
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There were 18,524,423 broker non-votes
regarding this proposal.
(4)
Approval, on an advisory basis, of the compensation of the Company’s named executive officers as disclosed in the definitive
proxy statement.
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FOR
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AGAINST
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ABSTAIN
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20,906,350
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1,499,773
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1,296,427
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There were 11,140,936 broker non-votes
regarding this proposal.
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.
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eMagin Corporation
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Date: May 26, 2017
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By:
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/s/ Jeffrey Lucas
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Jeffrey Lucas
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Chief Financial
Officer
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3
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