lrad20140327_8k.htm

 

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): March 26, 2014

 

LRAD Corporation

(Exact name of registrant as specified in its charter)

 

          Delaware          

        000-24248       

     87-0361799     

(State or Other Jurisdiction of

Incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

 

16990 Goldentop Rd., Ste A

San Diego, California 92127

(Address of Principal Executive Offices)

 

 

858-676-1112

(Registrant’s telephone number, including area code)

 

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:

 

[ ]

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 240.14.a-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))

 

 
 
 

 

Item 5.07

Submission of Matters to a Vote of Security Holders.

 

LRAD Corporation (the “Company”) held its Annual Meeting of Stockholders on March 26, 2014. The following is a brief description of each matter voted upon at the 2014 Annual Meeting, as well as the number of votes cast for, against or withheld  as to each matter and the number of abstentions and broker non-votes with respect to each matter:

 

Election of Directors:

 

The five individuals listed below were elected at the 2014 Annual Meeting to serve for a one-year term on the Company’s Board of Directors:

 

   

Number of Shares

    

Number of Shares

  
Nominee  

Voted For

    

Withheld

  

Thomas R. Brown

     11,603,124       977,680  

Laura M. Clague

     12,090,278       490,526  

General John Coburn

     12,496,712       84,092  

Rick Osgood

     12,536,512       44,292  

Dennis Wend

     12,461,812       118,992  

 

Ratification of Independent Registered Public Accounting Firm:

 

The ratification of the appointment of Squar, Milner, Peterson, Miranda & Williamson, LLP as the Company’s independent registered public accounting firm for the fiscal year ended September 30, 2014 was approved by the following votes:

 

 

For

    

Against

    

Abstain

  
  26,047,478     17,822     67,780  

 

Advisory Vote on the Compensation of our Named Executive Officers:

 

The compensation of the Company’s named executive officers as described in its Proxy Statement was approved, on an advisory, non-binding basis, by the following votes:

 

 

For

    

Against

    

Abstain

    

Broker Non-Votes

  
  11,803,666     662,860     114,278     13,552,276  

 

 

 
 
 

 

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 thereunto duly authorized.

 

Date: March 28, 2014

 

LRAD Corporation 

 

 

 

 

By: 

/s/ Katherine H. McDermott 

 

 

Katherine H. McDermott 

 

 

Chief Financial Officer