Current Report Filing (8-k)
July 18 2019 - 4:06PM
Edgar (US Regulatory)
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 18, 2019 (July 17, 2019)
PARETEUM CORPORATION
(Exact name of registrant as specified in
Charter)
Delaware
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001-35360
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95-4557538
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(State or other jurisdiction of
incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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1185 Avenue of the Americas
37th Floor
New York, NY 10036
(Address of Principal Executive Offices)
(Zip Code)
Registrant's telephone number, including
area code: (212) 984-1096
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:
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¨
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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 communications
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 communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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
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TEUM
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NASDAQ
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Indicate by check mark whether the registrant is an emerging
growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b2
of the Securities Exchange Act of 1934 (§240.12b2 of this chapter).
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.
The 2019 Annual Meeting
of Stockholders (the “Annual Meeting”) of Pareteum Corporation (the “Company”) was held on July 17, 2019
at 10:00 a.m. EDT. At the Annual Meeting, a total of 66,479,898 shares, or 59.6%, of the Company’s capital stock issued and outstanding
as of the record date for the Annual Meeting were represented in person or by proxy. Set forth below is a brief description of
each matter voted upon at the Annual Meeting and the voting results with respect to each matter.
1) To elect four directors to serve until
the next annual meeting of stockholders and until their successors are duly elected and qualified.
Nominee
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Votes For
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Against
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Abstain
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Robert H. Turner
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19,718,037
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915,361
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56,983
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Yves van Sante
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17,702,144
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2,923,257
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64,980
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Luis Jimenez-Tuñon
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17,586,437
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3,033,715
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70,229
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Robert L. Lippert
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20,035,636
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58,006
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70,739
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The four nominees for director were elected.
2) To ratify the appointment
of SquarMilner LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31,
2019.
Votes For
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Votes Against
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Abstain
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63,464,780
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2,409,534
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605,584
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The appointment of Squar Milner LLP was
approved.
Item 8.01 Other Events
On July 18, 2019, the Company issued a letter
from Robert H. Turner, Executive Chairman and Chief Executive Officer of the Company (the “Chairman’s Letter”)
announcing the results of the Annual Meeting. A copy of the Chairman’s Letter is attached hereto as Exhibit 99.1 and is incorporated
by reference.
Item
9.01 Financial Statements and Exhibits
(d)
Exhibits.
The following exhibit is furnished herewith:
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.
Dated:
July 18, 2019
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PARETEUM CORPORATION
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By:
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/s/ Edward O’Donnell
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Name: Edward O’Donnell
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Title: Chief Financial Officer
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