QUANTUM FUEL SYSTEMS TECHNOLOGIES WORLDWIDE, INC. - FORM 8-K - May 11, 2011

 
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):  05/10/2011
 
QUANTUM FUEL SYSTEMS TECHNOLOGIES WORLDWIDE, INC.
(Exact name of registrant as specified in its charter)
 
Commission File Number:  0-49629
 
DE
  
33-0933072
(State or other jurisdiction of
  
(IRS Employer
incorporation)
  
Identification No.)
 
17872 Cartwright Road, Irvine, CA 92614
(Address of principal executive offices, including zip code)
 
949-399-4500
(Registrant’s telephone number, including area code)
 
(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))
 

 
Item 5.07.    Submission of Matters to a Vote of Security Holders
 
On May 10, 2011, the Registrant held a Special Meeting of Stockholders (the "Special Meeting"). A total of 7,901,491 shares of the Registrant's common stock were present or represented by proxy at the meeting, representing 68.6% of shares outstanding as of the April 5, 2011 record date. Three proposals were submitted to the Registrant's stockholders at the Special Meeting and all three proposals passed. The proposals are described in detail in the Registrant's Proxy Statement for the Special Meeting filed with the Securities and Exchange Commission on April 15, 2011. The final results for the votes regarding each proposal are set forth below.

Proposal 1 - The Registrant's stockholders authorized the Board of Directors to amend the Company's Amended and Restated Certificate of Incorporation to increase the number of authorized shares of common stock from 20,000,000 to 50,000,000. The votes regarding this proposal were as follows:

For                     Against             Abstained       Broker Non-Votes

5,963,551          1,903,296            34,644                0

Proposal 2 - The Registrant's stockholders authorized the Board of Directors to issue up to $10.0 million of common stock units at a discount to fair market value not to exceed 20% in one or more private placements within six months following the date of the Special Meeting. The votes regarding this proposal were as follows:

For                     Against             Abstained       Broker Non-Votes

2,862,360          1,036,951             16,143             3,986,037

Proposal 3 - The Registrant's stockholders approved one or more adjournments to the Special Meeting, if necessary, to permit further solicitation of proxies if there were not sufficient votes received at the time of the Special Meeting to approve Proposal 1 and/or Proposal 2. The votes regarding this proposal were as follows:

For                     Against             Abstained       Broker Non-Votes

5,928,919          1,851,908            120,664             0

 

 

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.
 
           
QUANTUM FUEL SYSTEMS TECHNOLOGIES WORLDWIDE, INC.
 
 
Date: May 11, 2011
     
By:
 
/s/    W. Brian Olson
               
W. Brian Olson
               
Chief Financial Officer
 
 

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