Current Report Filing (8-k)
December 12 2017 - 5:01PM
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):
December
8, 2017
AUTHENTIDATE HOLDING CORP.
(Exact name of registrant as specified in its charter)
COMMISSION FILE NUMBER
:
0-20190
DELAWARE
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14-1673067
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification No.)
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2225 Centennial Drive
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Gainesville, GA 30504
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(Address and zip code of principal executive offices)
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1-(888) 661-0225
(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))
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.
¨
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Item 5.07
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Submission of Matters to
a Vote of Security Holders.
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Authentidate Holding Corp. (the “Company”) held
its annual meeting of stockholders on December 8, 2017 in Gainesville, Georgia. The results of the matters voted on by the stockholders
are set forth below. Only stockholders of record as of the close of business on October 24, 2017 were entitled to vote at the annual
meeting. As of the record date, 7,249,370 shares of common stock of the Company were outstanding and entitled to vote
at the annual meeting. At the annual meeting, 6,214,831 shares of common stock of the Company were represented, in person
or by proxy, constituting a quorum. Set forth below are the matters acted upon by stockholders and the final voting results of
each such proposal.
Proposal 1 – Election of Directors
Stockholders of the Company were asked to elect four nominees
to serve on the Company’s board of directors. The following four nominees were elected to serve on the Company’s board
of directors with the votes set forth below:
Nominee
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Votes For
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Votes Withheld
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Broker Non-Votes
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Hanif A. Roshan
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2,717,972
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563,959
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2,932,900
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Charles C. Lucas III
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2,829,506
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452,425
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2,932,900
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Mustafa Chagani
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2,808,506
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473,425
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2,932,900
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Varinder S. Rathore, M.D.
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2,808,506
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473,425
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2,932,900
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Proposal 2 – Advisory Vote on
the Compensation of the Company’s Named Executive Officers
The stockholders approved, on
an advisory basis, the compensation paid to the Company’s named executive officers, as disclosed pursuant to Item 402
of Regulation S-K and contained in the Company’s Proxy Statement, by the following votes:
For
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Against
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Abstain
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Broker Non-Votes
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2,730,122
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528,768
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23,041
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2,932,900
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Proposal 3 – Ratification of Selection of
Independent Registered Public Accounting Firm
The stockholders voted to ratify the appointment of Rosenberg
Rich Baker Berman and Company as the Company’s independent registered public accounting firm for the fiscal year ending June
30, 2018 by the following votes:
For
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Against
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Abstain
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Broker Non-Votes
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6,158,591
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39,844
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16,396
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—
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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.
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AUTHENTIDATE HOLDING CORP.
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By:
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/s/ Michael J. Poelking
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Name:
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Michael J. Poelking
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Title:
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Chief Financial Officer
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Date: December 12, 2017
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