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 18, 2010
LCA-VISION
INC.
(Exact
name of registrant as specified in its charter)
Delaware
(State
or Other Jurisdiction
of
Incorporation)
|
0-27610
(Commission
File
Number)
|
11-2882328
(IRS
Employer
Identification
No.)
|
7840
Montgomery Road, Cincinnati, Ohio
|
45236
|
(Address
of Principal Executive Offices)
|
(Zip
Code)
|
|
|
Registrant’s
telephone number, including area code: (513) 792-9292
N/A
(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:
|
o
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
|
o
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
|
o
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
|
|
o
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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 of Security Holders
LCA-Vision Inc. held its Annual Meeting
of Stockholders on May 18, 2010. The company submitted two matters to
the vote of the stockholders. A summary of the matters voted upon by
stockholders is set forth below.
1. Stockholders
elected each of the five nominees for director to serve for a term to expire at
the 2011 Annual Meeting of Stockholders based on the following
votes:
Name
|
Votes For
|
Votes Withheld
|
Broker Non-Votes
|
William
F. Bahl
|
12,099,979
|
68,246
|
3,701,113
|
John
H. Gutfreund
|
12,047,047
|
121,178
|
3,701,113
|
John
C. Hassan
|
12,051,967
|
116,258
|
3,701,113
|
Edgar
F. Heizer III
|
12,100,576
|
67,649
|
3,701,113
|
E.
Anthony Woods
|
12,082,081
|
86,144
|
3,701,113
|
2. Stockholders
ratified the appointment of Ernst & Young LLP as the company’s independent
auditors for the fiscal year ending December 31, 2010 based on the following
votes:
Votes For
|
Votes Against
|
Abstentions
|
Broker Non-Votes
|
15,713,189
|
117,423
|
38,726
|
0
|
Item
7.01 Regulation FD Disclosure.
On May
18, 2010, LCA-Vision Inc. issued a press release to report certain information
concerning its Annual Meeting of Stockholders and provide a general business
update. The text of the press release is furnished as Exhibit 99.1 to this Form
8-K.
The
information in this Current Report on Form 8-K and the Exhibit attached hereto
is furnished pursuant to the rules and regulations of the Securities and
Exchange Commission and shall not be deemed “filed” for purposes of Section 18
of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject
to the liabilities of that section, nor shall it be deemed incorporated by
reference in any filing under the Securities Act of 1933 or the Exchange Act,
except as expressly set forth by specific reference in such a
filing.
Item
9.01 Financial Statements and Exhibits.
99.1 Press
release dated May 18, 2010
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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LCA-VISION
INC.
|
|
|
|
|
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/s/
Michael J. Celebrezze
|
|
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Michael
J. Celebrezze
|
|
|
Senior
Vice President of Finance,
|
|
Chief
Financial Officer and
Treasurer
|
Date: May
18, 2010