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 1934
Date of Report (date of earliest event reported): June 22, 2011
Gulf Resources, Inc.
(Exact name of registrant as specified in charter)
Delaware
(State or other jurisdiction of incorporation)
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000-20936
(Commission File Number)
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13-3637458
(IRS Employer Identification No.)
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99 Wenchang Road, Chenming Industrial Park, Shouguang City, Shandong, China 262714
(Address of principal executive offices and zip code)
+86 (536) 567-0008
(Registrant's telephone number including area code)
(Registrant's 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 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(b) under the Exchange Act (17 CFR 240.14a-12(b))
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.
On June 22, 2011, Gulf Resources, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”) to vote on the following matters:
1. Election of Directors
All of the following seven nominees were elected to the Company’s Board of Directors, in accordance with the voting results listed below, to serve for a term of one year, until the next Annual Meeting and until their successors have been duly elected and have qualified.
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Nominee
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For
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Against
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Withheld
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Broker Non-Votes
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Ming Yang
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18,684,472 | 0 | 399,636 | 9,348,576 | ||||||||||||
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Xiaobin Liu
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18,692,079 | 0 | 392,029 | 9,348,576 | ||||||||||||
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Naihui Miao
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18,639,726 | 0 | 444,382 | 9,348,576 | ||||||||||||
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Yafei Ji
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18,559,815 | 0 | 524,293 | 9,348,576 | ||||||||||||
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Shitong Jiang
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18,300,720 | 0 | 783,388 | 9,348,576 | ||||||||||||
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Yang Zou
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18,707,852 | 0 | 376,256 | 9,348,576 | ||||||||||||
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Nan Li
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18,551,754 | 0 | 532,354 | 9,348,576 | ||||||||||||
2. Ratification of the Company’s Independent Auditors
Stockholders ratified the appointment of BDO Limited as the independent auditors of the Company for the fiscal year ended December 31, 2011, in accordance with the voting results listed below.
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For
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Against
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Abstain
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Broker Non-Votes
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|||||||||||
| 27,719,736 | 639,008 | 73,940 | 0 | |||||||||||
3. Amendment to the 2007 Equity Incentive Plan
Stockholders approved the Amendment to the 2007 Equity Incentive Plan to increase the number of shares of the Company’s common stock reserved for issuance under the plan to 4,341,989.
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For
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Against
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Abstain
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Broker Non-Votes
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|||||||||||
| 16,624,814 | 2,416,830 | 42,464 | 9,348,576 | |||||||||||
4. Advisory Vote on Executive Compensation
Stockholders approved the compensation paid to the Company’s named executive officers as disclosed in the 2011 Proxy Statement under “Executive Compensation” and discussed under “Compensation Discussion and Analysis” on an advisory basis, in accordance with the voting results listed below.
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For
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Against
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Abstain
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Broker Non-Votes
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|||||||||||
| 18,832,124 | 222,160 | 29,824 | 9,348,576 | |||||||||||
5. Advisory Vote on Frequency of Executive Compensation
Stockholders recommended, by a non-binding vote, that the advisory vote to approve the compensation of the Company’s named executive officers should occur every year. The results of the vote were as follows.
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Total votes for 1 year
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Total votes for 2 year
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Total votes for 3 year
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Abstain
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|||||||||||
| 18,841,972 | 105,547 | 107,992 | 28,597 | |||||||||||
The Company’s Decision as to Say-on-Frequency
In light of the shareholders’ recommendation that the advisory vote to approve the compensation of the Company’s named executive officers should occur every year, the Board has determined that the Company will hold the next advisory vote on the compensation of the Company’s named executive officers at the Company’s 2012 annual meeting of shareholders.
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.
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GULF RESOURCES, INC.
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Date: June 23, 2011
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By:
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/s/ Xiaobin Liu | |
| Name: |
Xiaobin Liu
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| Title: |
Chief Executive Officer
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