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) December 14, 2011

Pizza Inn Holdings, Inc.
(Exact name of registrant as specified in its charter)
 
Missouri
0-12919
45-3189287
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
 
3551 Plano Parkway, The Colony, Texas
75056
 
(Address of principal executive offices)
(Zip Code)
 

Registrant’s telephone number, including area code (469) 384-5000

Not Applicable
(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 (see General Instruction A.2. below):

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

On December 14, 2011, the Company held its annual meeting of stockholders.  At the annual meeting, stockholders acted upon the matters outlined in the Company’s definitive Proxy Statement on Schedule 14-A filed with the Securities and Exchange Commission on November 3, 2011.  The matters voted upon at the annual meeting were as follows:

1.  
The election of seven directors to the Board of Directors, each for a one-year term; and
2.  
The ratification of the selection of Montgomery, Coscia and Greilich, LLP as our independent   auditors for fiscal year 2012.

At the annual meeting our shareholders elected the following directors, constituting the entire Board of Directors of the Company, to serve terms expiring at the Company’s 2012 Annual Meeting of Shareholders.

               
% Voted
   
 For
 
% Voted For
 
 Withheld
 
Withheld
 Steven M. Johnson
 
        3,089,269
 
98.50%
 
             47,094
   
1.50%
 James K. Zielke
 
        3,080,154
 
98.21%
 
             56,209
   
1.79%
 Robert B. Page
 
        3,088,872
 
98.49%
 
             47,491
   
1.51%
 Ramon D. Phillips
 
        3,079,757
 
98.20%
 
             56,606
   
1.80%
 Mark E. Schwarz
 
        2,832,720
 
90.32%
 
           303,643
   
9.68%
 Clinton J. Coleman
 
        3,021,361
 
96.33%
 
           115,002
   
3.67%
 W.C. Hammett, Jr.
 
        3,080,157
 
98.21%
 
             56,206
   
1.79%


At the annual meeting, the shareholders also ratified the selection of Montgomery, Coscia and Greilich LLP as our independent auditors for fiscal 2012 as follows:

 
 For
 
Against
 
 Abstain
 Ratification of Montgomery, Coscia and Greilich, LLP
         
      as Company's independent registered accounting firm.
5,616,387
 
44,735
 
41,599


 
 

 
 
 
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.

 
Pizza Inn, Inc.
   
Date:  December 15, 2011
By:
/s/ Charles R. Morrison                                                   
 
 
Charles R. Morrison, President
 
 
and Chief Executive Officer