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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act
of 1934
Date of Report (Date of earliest event reported): October 2, 2017
(September 28, 2017)
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Issuer Direct Corporation
(Exact name of registrant as specified in its charter)
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Delaware
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1-10185
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26-1331503
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(State or other jurisdiction
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(Commission
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(I.R.S. Employer
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of incorporation)
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File Number)
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Identification No.)
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500 Perimeter Park Drive, Suite D, Morrisville, NC
27560
(Address of principal executive offices) (Zip Code)
Registrant’s
telephone number, including area code (919) 481-4000
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 240.14a-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))
Indicate
by check mark whether the registrant
is an emerging growth company as defined in in Rule 405 of
the Securities Act of 1933 (§230.405 of this chapter) or Rule
12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of
this chapter).
Emerging
growth company ☐
If an
emerging growth company, indicate by checkmark 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.
On
September 28, 2017, Issuer Direct Corporation (the
“Company”) held its 2017 Annual Meeting of Stockholders
(the “Annual Meeting”). At the Annual Meeting, there
were 2,228,164 shares of common stock represented in person or by
proxy of the 2,954,092 shares of common stock entitled to be cast,
constituting a quorum. The Company's stockholders approved the two
proposals listed below, which proposals are described in detail in
the Company's definitive proxy statement for the Annual Meeting
filed with the Securities and Exchange Commission on August 8,
2017. The final votes on the proposals presented at the Annual
Meeting are as follows:
PROPOSAL 1: TO
ELECT FIVE (5) DIRECTORS TO SERVE UNTIL THE NEXT ANNUAL MEETING OR
UNTIL THEIR SUCCESSORS ARE DULY ELECTED AND
QUALIFIED.
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Number of Votes
Entitled
to be
Cast
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Brian R.
Balbirnie
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2,954,092
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2,102,810
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45,941
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79,413
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William H.
Everett
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2,954,092
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2,136,143
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12,608
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79,413
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Eric Alan
Frank
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2,954,092
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2,148,377
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374
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79,413
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J. Patrick
Galleher
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2,954,092
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2,141,305
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7,446
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79,413
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Michael
Nowlan
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2,954,092
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2,148,377
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374
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79,413
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PROPOSAL 2: TO
RATIFY THE APPOINTMENT BY THE AUDIT COMMITTEE OF THE BOARD OF
DIRECTOR OF CHERRY BEKAERT, LLP AS THE COMPANY’S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2017.
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Number of Votes
Entitled to be Cast
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2,954,092
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2,228,124
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40
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-
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Item 8.01. Other Events.
On October 2, 2017, the Company issued a press release announcing
the election of directors. A copy of the press release
is filed as Exhibit 99.1 hereto and incorporated herein by
reference in its entirety.
Item
9.01 — Financial Statements and Exhibits
(d)
Exhibits:
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Exhibit
No.
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Description
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Press Release
issued by the Company on October 2, 2017.
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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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Issuer Direct Corporation
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| Date: October 2,
2017 |
By:
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/s/
Brian R. Balbirnie
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Brian
R. Balbirnie
Chief
Executive Officer
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EXHIBIT
INDEX
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Exhibit
No.
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Description
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Press Release
issued by the Company on October 2, 2017.
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