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):  September 1, 2011
 
VALENCE TECHNOLOGY, INC.
(Exact name of registrant as specified in its charter)
 
Delaware
0-20028
77-0214673
(State or other jurisdiction 
of incorporation)
(Commission 
File Number)
(IRS Employer 
Identification Number)
 
12303 Technology Boulevard, 
Suite 950 
Austin, Texas  78727
(Address of principal executive offices)
 
(512) 527-2900
(Registrant’s telephone number, including area code)
 
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.
 
(a)           Valence Technology, Inc. (the “Company”) held its 2011 Annual Meeting of Stockholders (“2011 Annual Meeting”) on September 1, 2011.  At the 2011 Annual Meeting, the company's stockholders voted on the four proposals identified below.
 
(b)           The final voting results with respect to each proposal voted upon at the 2011 Annual Meeting are set forth below.
 
Proposal 1: Election of Directors
 
At the 2011 Annual Meeting, the stockholders elected each of the following nominees as directors, to serve on the Company’s Board of Directors until the 2012 Annual Meeting of Stockholders or until their successors are duly elected and qualified. The vote for each director was as follows:
 
   
Total Votes
FOR
 
Total Votes
WITHHELD
 
Total Broker
Non-Votes
Carl E. Berg
 
97,735,693
 
1,491,079
 
18,894,067
Robert L. Kanode
 
97,586,533
 
1,640,239
 
18,894,067
Vassilis G. Keramidas
 
98,422,623
 
804,149
 
18,894,067
Bert C. Roberts, Jr.
 
98,415,643
 
811,129
 
18,894,067
Donn V. Tognazzini
 
98,419,698
 
807,074
 
18,894,067

Proposal 2:  Ratification of Independent Auditor
 
At the 2011 Annual Meeting, the stockholders voted to ratify the appointment of PMB Helin Donovan, LLP as the Company’s independent registered public accounting firm for the fiscal year ending March 31, 2012 and cast their votes as follows:
 
Total Votes
FOR
 
Total Votes
WITHHELD
 
Total Votes
ABSTAINING
 
Total Broker
Non-Votes
117,503,717
 
211,070
 
406,052
 
0

Proposal 3:  Proposal to Approve the Compensation of our Named Executives on an Advisory (non-binding) Basis.
 
At the 2011 Annual Meeting, the stockholders voted to approve the compensation of our named executives on an advisory (non-binding) basis and cast their votes as follows:

Total Votes
FOR
 
Total Votes
WITHHELD
 
Total Votes
ABSTAINING
 
Total Broker
Non-Votes
97,815,285
 
881,209
 
530,278
 
18,894,067

Proposal 4:  Proposal to Approve the Frequency of Holding an Advisory Vote on Compensation of our Named Executives on an Advisory (non-binding) Basis.
 
At the 2011 Annual Meeting, the stockholders voted on the frequency of holding a vote on the compensation of our named executives on an advisory (non-binding) basis and cast their votes as follows:

Total Votes
1 Year
 
Total Votes
2 Years
 
Total Votes
3 Years
 
Abstain
16,199,765
 
502,751
 
82,100,183
 
424,073
 
Based on this non-binding stockholder vote, our Board of Directors has determined to conduct a stockholder vote on executive compensation every three years.
 
 
 
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 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.
 
 
VALENCE TECHNOLOGY, INC.
   
   
Dated: September 7, 2011
By:
/s/ Donald E. Gottschalk
   
Donald E. Gottschalk
   
Acting Chief Financial Officer
 
 
 
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