8K - April 2014 - vote of annual shareholders
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
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Date of Report (Date of Earliest Event Reported): | | April 18, 2014 (April 15, 2014) |
Cumberland Pharmaceuticals Inc.
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(Exact name of registrant as specified in its charter)
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| | Tennessee | 001-33637 | 62-1765329 |
| | (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
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| | 2525 West End Avenue, Suite 950, Nashville, Tennessee | | 37203 |
| | (Address of principal executive offices) | | (Zip Code) |
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| | Registrant's telephone number, including area code: | | (615) 255-0068 |
Not Applicable
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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 240.14a-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))
Item 5.07 Submission of Matters to a Vote of Security Holders.
On April 15, 2014, the annual meeting of shareholders of Cumberland Pharmaceuticals Inc. (the "Company") was held in Nashville, Tennessee. The following matters were voted upon and approved by the Company's shareholders:
(1) the election of two (2) Class I Directors to the Board of Directors;
(2) the ratification of the appointment of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2014; and
(3) the approval of all of the compensation of the Company's named executive officers, as disclosed pursuant to Item 402 of Regulation S-K, including the Compensation Discussion and Analysis, compensation tables and narrative discussion.
The voting results were as follows:
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| | For | | Against | | Withheld | | Abstentions | | Broker Non-Votes |
Joey Jacobs | | 11,327,422 | | — | | 269,512 | | — | | 4,403,946 |
Jonathan Griggs | | 11,268,189 | | — | | 328,745 | | — | | 4,403,946 |
Appointment of KPMG LLP as the Company's independent registered public accounting firm | | 15,685,482 | | 314,398 | | — | | 1,000 | | — |
Approval of all of the compensation of the Company's named executive officers | | 10,851,549 | | 727,735 | | — | | 17,650 | | 4,403,946 |
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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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| Cumberland Pharmaceuticals Inc. |
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April 18, 2014 | By: Rick S. Greene |
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| Name: Rick S. Greene |
| Title: Chief Financial Officer |
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