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 7, 2018

 

 

OMNICOMM SYSTEMS, INC.

(Exact Name of Registrant as Specified in its Charter)

 

 

Delaware

(State or Other Jurisdiction of Incorporation)

 

 

 

 

 

 

000-25203

11-3349762

(Commission File Number)

(IRS Employer Identification No.)

  

  

2101 W. Commercial Blvd. Suite 3500,

Ft. Lauderdale, FL

33309

(Address of Principal Executive Offices)

(Zip Code)

 

Registrant ’s telephone number, including area code:  (954) 473-1254

   

 

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)

 

☐

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        Submission of Matters to a Vote of Security Holders.

 

OmniComm Systems, Inc. (the “Company”, “we”, or “our”) held its Annual Meeting of Stockholders in Fort Lauderdale, Florida on June 7, 2018.  Stockholders voted on the following two proposals, which are described in detail in the Company’s proxy statement dated April 24, 2018:

 

1.      To elect five Directors to the Board of Directors to serve for terms expiring immediately following the Company’s annual stockholder’s meeting in 2019 and until their respective successors are duly elected and qualified.

 

2.      To ratify the appointment of Liggett & Webb P.A., as our independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

With a majority of the outstanding shares voting either by proxy or in person, our stockholders approved both proposals, with voting as follows:

 

Proposal 1: 

 

Election of Directors

 

 

For

 

Withheld

Cornelis F. Wit

182,656,494

 

43,079

Randall G. Smith

131,190,189

 

51,509,384

Robert C. Schweitzer

182,649,135

 

50,438

Dr. Adam F. Cohen

180,228,587

 

2,470,986

Dr. Gary A. Shangold

182,660,912

 

38,661

 

Proposal 2:

 

To ratify the appointment of Liggett & Webb P.A., as our independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

For

 

Against

 

Abstain

 

 

 

 

 

192,971,260

 

17,500

 

60

 

 

 

 

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.

 

 

OmniComm Systems, Inc.

   

   

Date: June 7, 2018

By:

/s/  Thomas E. Vickers

   

Thomas E. Vickers

   

Chief Accounting and Financial Officer