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) May 21, 2014
Charles & Colvard, Ltd.
(Exact name of registrant as specified in its charter)
| North Carolina | 000-23329 | 56-1928817 |
|
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| 300 Perimeter Park Drive, Suite A | |
| Morrisville, North Carolina | 27560 |
| (Address of principal executive offices) |
(Zip Code) |
(919) 468-0399
(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:
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| o | 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. |
Charles & Colvard, Ltd. (the “Company”) held its Annual Meeting of Shareholders on May 21, 2014. The shareholders considered three proposals, each of which is described in more detail in the Company’s definitive proxy statement dated April 23, 2014 (“the Proxy Statement”).
Proposal 1: To elect six nominees described in the Proxy Statement to the Company’s Board of Directors. The votes were cast as follows:
| For | Withheld | Broker Non-Votes | |||
| David B. Barr | 8,624,324 | 2,603,487 | 7,180,229 | ||
| H. Marvin Beasley | 8,598,249 | 2,629,562 | 7,180,229 | ||
| Anne M. Butler | 6,203,817 | 5,023,994 | 7,180,229 | ||
| George R. Cattermole | 8,622,468 | 2,605,343 | 7,180,229 | ||
| Randall N. McCullough | 8,224,119 | 3,003,692 | 7,180,229 | ||
| Ollin B. Sykes | 8,374,204 | 2,853,607 | 7,180,229 |
All director nominees were duly elected.
Proposal 2: To ratify the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2014. The votes were cast as follows:
| For | Against | Abstain | ||
| 18,141,086 | 229,645 | 37,309 |
Proposal 2 was approved.
Proposal 3: To vote, on an advisory (nonbinding) basis, to approve executive compensation. The votes were cast as follows:
| For | Against | Abstain | Broker Non-Votes | |||
| 8,023,472 | 2,876,186 | 328,153 | 7,180,229 |
Proposal 3 was approved.
SIGNATURE
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.
| Charles & Colvard, Ltd. | ||
| May 23, 2014 | By: | /s/ Kyle Macemore |
| Kyle Macemore Senior Vice President and Chief Financial Officer | ||