Current Report Filing (8-k)
June 10 2015 - 4:46PM
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):
June 10, 2015 (June 10, 2015)
DGSE
COMPANIES, INC.
(Exact name of registrant as specified in
its charter)
Nevada |
1-11048 |
88-0097334 |
(State or Other
Jurisdiction of
Incorporation) |
(Commission
File Number) |
(IRS Employer
Identification No.) |
15850 Dallas Parkway, Suite 140
Dallas, Texas 75248
(Address of Principal Executive Offices) (Zip Code)
(972) 587-4049
(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) |
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¨ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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
| (a) | On June 10, 2015, DGSE Companies, Inc., a Nevada corporation
(the “Company”), held its 2015 annual meeting (the “Annual Meeting”) of stockholders (the
“Stockholders”) in Dallas, Texas, at which the Stockholders voted on several matters in person or by proxy.
The matters submitted to the Stockholders for a vote at the Annual Meeting were set forth in the Company’s Definitive Proxy
Statement on Schedule 14A, which was filed with the Securities and Exchange Commission on April 30, 2015 (the “Proxy
Statement”) and distributed to the Stockholders, and are described below. In aggregate, Stockholders representing 10,052,556,
or 82.0%, of the shares of the Company’s common stock, par value $0.01 per share, outstanding and entitled to vote as of
the record date, April 29, 2015, were represented at the meeting either in person or by proxy. |
| (b) | The matters proposed to the Stockholders for a vote were:
(i) the election of each of James D. Clem, C. Brett Burford, David S. Rector, Dennis A. McGill and Bruce A. Quinnell as members
of the Company’s Board of Directors (the “Board”); and (ii) the ratification of the Company’s appointment
of Whitley Penn LLP (“Whitley Penn”) as the Company’s independent registered public accounting firm for the
fiscal year ending December 31, 2015. |
Election of Directors
The nominees named in the Proxy Statement
(the “Proxy Statement Nominees”) were elected to the Board to serve until the next annual meeting of Stockholders and
until their respective successors are duly-elected and qualified (or until their death, resignation or removal, if earlier). The
Proxy Statement Nominees were the only nominees to receive votes for their election at the meeting, and the Proxy Statement Nominees
constitute the five nominees receiving the highest number of votes in favor of their election as directors. The results of the
vote with respect to their respective elections were as follows:
Nominees |
|
Votes For |
|
Votes Withheld |
|
Broker Non-Votes |
James D. Clem |
|
4,988,836 |
|
136,279 |
|
4,927,441 |
C. Brett Burford |
|
4,988,819 |
|
136,296 |
|
4,927,441 |
David S. Rector |
|
4,953,236 |
|
171,879 |
|
4,927,441 |
Dennis A. McGill |
|
4,988,836 |
|
136,279 |
|
4,927,441 |
Bruce A. Quinnell |
|
4,988,819 |
|
136,296 |
|
4,927,441 |
Ratification of Appointment of Independent
Registered Public Accounting Firm
The Stockholders, by a majority vote, approved
the proposal to ratify the appointment of Whitley Penn as the Company's independent registered public accounting firm for the fiscal
year ending December 31, 2015. The results of the vote with respect to such ratification were as follows:
Votes For |
|
Votes Against |
|
Abstentions |
|
Broker Non-Votes |
9,497,717 |
|
525,597 |
|
29,242 |
|
0 |
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, as amended, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto
duly authorized.
|
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DGSE COMPANIES, INC. |
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Date: June 10, 2015 |
By: |
/s/ JAMES D. CLEM |
|
|
James D. Clem |
|
|
Chief Executive Officer |
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