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): July 30, 2012

 

RESPONSE GENETICS, INC.
(Exact name of registrant as specified in its charter)

 

Delaware 000-1124608 11-3525548
(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification No.)
incorporation)    

 

 

1640 Marengo St., 6th Floor

Los Angeles, California 90033

(323) 224-3900

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

 

 

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:

 

¨ 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.

 

Response Genetics, Inc. (the “Company”) held its annual meeting of stockholders on July 30, 2012. At the annual meeting, the stockholders of the Company voted on the following matters: (1) the election of seven directors to serve until the Company’s 2013 annual meeting and until their successors are elected and qualified; and (2) the ratification of the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2012. The results of the vote were as follows:

 

Proposal 1. The stockholders elected Thomas A. Bologna, Kirk K. Calhoun, Michael Metzger, Gary D. Nusbaum, Michael Serruya, Richard van den Broek and David Wurzer as directors until the Company’s 2013 annual meeting and until their successors are elected and qualified.

 

Director Nominee  Votes For  Votes Withheld  Broker Non-Votes
Thomas A. Bologna  14,836,195  9,683  2,976,027
Kirk K. Calhoun  14,825,052  20,826  2,976,027
Michael Metzger  14,837,055  8,823  2,976,027
Gary D. Nusbaum  14,837,055  8,823  2,976,027
Michael Serruya  14,819,052  26,826  2,976,027
Richard van den Broek  14,808,008  37,870  2,976,027
David Wurzer  14,826,888  18,990  2,976,027

 

Proposal 2. The stockholders ratified the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2012.

 

Votes For  Votes Against  Abstentions
17,552,473  269,432  0

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  RESPONSE GENETICS, INC. 
     
Date: August 3, 2012  By:  /s/ Thomas Bologna 
Name:  Thomas Bologna
  Title:  Chairman of the Board of Directors
and Chief Executive Officer  

 

 

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