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): July 15, 2020

 

MOSYS, INC.

(Exact Name of Registrant as Specified in Charter)

 

000-32929

(Commission File Number)

 

Delaware

77-0291941

(State or Other Jurisdiction of Incorporation)

(I.R.S. Employer Identification Number)

 

 

2309 Bering Dr.

San Jose, California 95131

(Address of principal executive offices, with zip code)

 

(408) 418-7500

(Registrant's telephone number, including area code)

 

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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.001 per share

MOSY

The Nasdaq Stock Market LLC

 

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR

§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

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  Submission of Matters to a Vote of Security Holders.

 

(a)On July 15, 2020, MoSys, Inc. (the “Company”) held its 2020 annual meeting of stockholders, and a quorum for the transaction of business was present in person or represented by proxy. The Company’s stockholders voted on four proposals, which are described in more detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on May 26, 2020.

 

(b)Voting results were as follows:

 

 

Proposal 1 – Election of directors to serve until the next annual meeting of stockholders.

 

 

 

 

 

 

 

 

 

 

 

For

 

Withheld

 

Broker Non-Vote

 

Daniel Lewis

 

668,389

 

366,606

 

935,523

 

Scott Lewis

 

667,186

 

367,809

 

935,523

 

Daniel J. O’Neil

 

660,638

 

374,357

 

935,523

 

Robert Y. Newell

 

667,355

 

367,640

 

935,523

 

 

All of the foregoing candidates were elected to serve as directors until the next annual meeting of stockholders.

 

 

Proposal 2 – Ratification of the audit committee’s appointment of Weinberg & Company, P.A. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2020.

 

 

 

 

 

 

 

 

 

 

 

 

 

For

 

Against

 

Abstain

 

Broker Non-Vote

 

 

 

1,680,633

 

31,238

 

258,647

 

-

 

 

The foregoing proposal was approved.

 

 

Proposal 3 – A proposal to approve, on an advisory basis, the executive compensation of the Company's named executive officers.

 

 

 

 

 

 

 

 

 

 

 

 

For

 

Against

 

Abstain

 

Broker Non-Vote

 

 

 

704,019

 

60,219

 

270,757

 

935,523

 

 

The foregoing non-binding proposal was approved.

 

 

 

Proposal 4 – To approve an amendment of the Company’s Amended and Restated Certificate of Incorporation to decrease the number of authorized shares of capital stock

 

 

 

 

 

 

 

 

 

 

 

 

For

 

Against

 

Abstain

 

Broker Non-Vote

 

 

 

988,356

 

36,319

 

10,320

 

935,523

 

 

 

 

 

 

 

 

 

 

 

 

 

The foregoing proposal was not approved.

 

 

 


 

 

SIGNATURE

 

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.

 

MOSYS, INC.

 

 

 

Date: July 17, 2020

By: /s/ James W. Sullivan

 

 

James W. Sullivan

 

Vice President of Finance and Chief Financial Officer

 

 

 

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