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): February 24, 2011 PORTSMOUTH SQUARE, INC. --------------------------------------------------- (Exact name of registrant as specified in its charter) California 0-4057 94-1674111 ---------------------------- ------------ ------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 10940 Wilshire Blvd., Suite 2150, Los Angeles, CA 90024 ------------------------------------------------- -------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (310) 889-2500 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 Fiscal 2010 Annual Meeting of the Shareholders of Portsmouth Square, Inc. (the "Company") was held on February 24, 2011 at the Hilton San Francisco Financial District, 750 Kearny Street, San Francisco, California. At that meeting, all of management's nominees: John V. Winfield, Jerold R. Babin, Josef A. Grunwald, John C. Love and William J. Nance, were elected as Directors of the Company to serve until the next Annual Meeting. At the Annual Meeting, the shareholders also voted in favor of the ratification of the Audit Committee's selection of Burr Pilger Mayer, Inc. as the Company's independent registered public accounting firm for the fiscal year ending June 30, 2011. In addition, the shareholders also approved, in a non-binding vote, the compensation of the Company's named executive officers and voted for three years as the frequency that a shareholder vote to approve the compensation of the Company's named executive officers should be held. The final tabulation of the votes follows: Proposal (1) - Election of Directors: Nominees Votes For Withheld Broker Non-Votes ---------------- --------- -------- ---------------- John V. Winfield 666,629 8,521 25,396 Jerold R. Babin 666,727 8,423 25,396 Josef A. Grunwald 666,629 8,521 25,396 John C. Love 666,727 8,423 25,396 William J. Nance 666,629 8,521 25,396 Proposal (2) - Ratification of the Appointment of Burr Pilger Mayer, Inc. as The Company's Independent Registered Public Accounting Firm for the fiscal year ending June 30 2011: Votes For Against Abstained Broker Non-Votes --------- ------- --------- ---------------- 699,487 31 1,038 - Proposal (3) - To approve, in a non-binding vote, the compensation of the Company's named executive officers: Votes For Against Abstained Broker Non-Votes --------- ------- --------- ---------------- 665,402 8,503 1,245 25,396 Proposal (4) - To determine, in a non-binding vote, whether a shareholder vote to approve the compensation of the Company's named executive officers should occur every one, two or three years: One Year Two Years Three Years Abstained Broker Non-Votes -------- --------- ----------- --------- ---------------- 16,126 56,142 599,299 3,583 25,396 -2-
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. PORTSMOUTH SQUARE, INC. Dated: February 28, 2011 By /s/ Michael G. Zybala ----------------------------- Michael G. Zybala, Vice President, Secretary & General Counsel -3-