Current Report Filing (8-k)
August 11 2020 - 4:24PM
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): August 11, 2020
NanoVibronix,
Inc.
(Exact
name of registrant as specified in its charter)
Delaware
(State
or other jurisdiction of incorporation)
001-36445
|
|
01-0801232
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(Commission
File Number)
|
|
(IRS
Employer Identification No.)
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525
Executive Blvd., Elmsford, NY 10523
(Address
of principal executive offices) (Zip Code)
Registrant’s
telephone number, including area code: (914) 233-3004
Not
Applicable
(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:
[
]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[
]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[
]
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Pre-commencement
communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[
]
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Pre-commencement
communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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 [X]
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. [ ]
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbol(s)
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Name
of each exchange on which registered
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Common
Stock, par value $0.001 per share
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NAOV
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Nasdaq
Capital Market
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Item
5.07
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Submission
of Matters to a Vote of Security Holders.
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On
August 11, 2020, NanoVibronix, Inc. (the “Company”) held its 2020 annual meeting of stockholders (the “Annual
Meeting”). There were 4,657,294 shares of the Company’s common stock, Series C Convertible Preferred Stock and Series
E Convertible Preferred entitled to be voted, of which 2,491,773 were voted in person or by proxy. The following matters were
submitted to a vote of the Company’s stockholders at the Annual Meeting.
Proposal
1. A proposal to elect six directors to serve on the Company’s board of directors for a term of one year or until their
respective successors are elected and qualified, for which the following are nominees. The nominees, Brian Murphy, Christopher
Fashek, Martin Goldstein, Harold Jacob, M.D., Michael Ferguson and Thomas R. Mika were elected to serve as directors. The results
of the voting were as follows:
Nominees
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Votes For
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Withheld
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Broker Non-Votes
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Brian Murphy
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1,820,424
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3,743
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667,606
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Christopher Fashek
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1,820,419
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3,748
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667,606
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Martin Goldstein, M.D.
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1,820,324
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3,843
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667,606
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Harold Jacob, M.D.
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1,813,482
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10,685
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667,606
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Michael Ferguson
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1,820,419
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3,748
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667,606
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Thomas R. Mika
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1,813,587
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10,580
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667,606
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Proposal
2. A proposal to ratify the selection of Marcum LLP as our independent registered public accounting firm for the fiscal year ending
December 31, 2020. The proposal was ratified and the results of the voting were as follows:
For
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Against
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Abstentions
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Broker Non-Votes
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2,414,586
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75,043
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2,144
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0
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For
more information about the foregoing proposals, see the Company’s definitive proxy statement for the Annual Meeting, filed
with the Securities and Exchange Commission on June 15, 2020, the relevant portions of which are incorporated herein by reference.
The
results reported above are final voting results. No other matters were considered or voted upon at the meeting.
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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NANOVIBRONIX,
INC.
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Date:
August 11, 2020
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By:
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/s/
Brian Murphy
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Name:
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Brian
Murphy
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Title:
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Chief
Executive Officer
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