lrad20190313_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 12, 2019

 

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.)

 

16262 West Bernardo Drive

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))

 

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

 

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.

 

LRAD Corporation (the “Company”) held its Annual Meeting of Stockholders on March 12, 2019. The following is a brief description of each matter voted upon at the 2019 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 six individuals listed below were elected at the 2019 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

Scott L. Anchin

18,182,350

943,881

Laura M. Clague

18,902,289

223,942

John G. Coburn

18,931,689

194,542

Richard S. Danforth

18,864,489

261,742

Daniel H. McCollum

18,177,050

949,181

Richard H. Osgood III

18,822,708

303,523

 

Ratification of Independent Registered Public Accounting Firm:

 

The ratification of the appointment of Squar Milner LLP as the Company’s independent registered public accounting firm for the fiscal year ended September 30, 2019 was approved by the following votes:

 

For

Against

Abstain

29,562,750

227,380

102,656

 

Advisory Vote on the Compensation of the Company’s 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

18,533,939

536,826

55,466

10,766,555

 

 

 

 

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 13, 2019

 

LRAD Corporation

 

 

 

 

 

 

By:

/s/ Dennis D. Klahn

 

 

 

Dennis D. Klahn

 

 

 

Chief Financial Officer