UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 11, 2012
KOPIN CORPORATION
(Exact Name of Registrant as Specified in Charter)
| DELAWARE | 000-19882 | 04-2833935 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
| 200 John Hancock Road, Taunton, MA | 02780 | |||
| (Address of Principal Executive Offices) | (Zip Code) | |||
Registrant’s telephone number, including area code (508) 824-6696
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 (see General Instruction A.2 below):
| ¨ | 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.
The annual meeting of stockholders of Kopin Corporation (the “Company”) was held on May 11, 2012. The following matters were acted upon:
1. ELECTION OF DIRECTORS
John C.C. Fan, James K. Brewington, David E. Brook, Andrew H. Chapman, Morton Collins, Chi Chia Hsieh, and Michael J. Landine were all elected to serve as directors of the Company until their successors are duly elected and qualified. The results of the election of directors are as follows:
| Nominee | Votes For | Votes Withheld | ||||||
| John C.C. Fan |
35,143,537 | 977,288 | ||||||
| James K. Brewington |
35,737,453 | 383,372 | ||||||
| David E. Brook |
32,625,932 | 3,494,893 | ||||||
| Andrew H. Chapman |
35,144,421 | 976,404 | ||||||
| Morton Collins |
35,134,296 | 986,529 | ||||||
| Chi Chia Hsieh |
31,567,705 | 4,553,120 | ||||||
| Michael J Landine |
35,738,053 | 382,772 | ||||||
2. APPROVAL OF AN AMENDMENT TO THE COMPANY’S 2010 EQUITY INCENTIVE PLAN
A proposal to ratify an amendment to the Company’s 2010 Equity Incentive Plan (the Plan) to increase the number of shares authorized for issuance under the Plan was approved by the following votes:
| Votes For | Votes Against | Abstain | Broker Non-Votes | |||
| 25,036,557 | 10,940,494 | 143,774 | 15,890,203 |
3. RATIFICATION OF APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF THE COMPANY.
Ratification of the appointment of Deloitte & Touche LLP as the independent registered public accounting firm of the Company was approved by the following votes:
| Votes For | Votes Against | Abstain | Broker Non-Votes | |||
| 50,752,549 | 1,186,958 | 71,521 | 0 |
4. AN ADVISORY VOTE ON THE COMPANY’S EXECUTIVE COMPENSATION.
An advisory vote of the Company’s executive compensation was approved by the following votes:
| Votes For | Votes Against | Abstain | Broker Non-Votes | |||
| 34,561,258 | 1,462,933 | 96,634 | 15,890,203 |
As previously disclosed on a Form 8-K, the Board has determined that the Company will hold an advisory shareholder vote on the compensation of executives every year.
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.
| KOPIN CORPORATION | ||||
| Dated: May 15, 2012 | By: | /s/ Richard A. Sneider | ||
| Richard A. Sneider | ||||
| Treasurer and Chief Financial Officer | ||||
| (Principal Financial and Accounting Officer) | ||||