UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 17, 2014
GelTech Solutions, Inc.
(Exact name of registrant as specified in its charter)
Delaware | 000-52993 | 56-2600575 |
(State or Other Jurisdiction | (Commission | (I.R.S. Employer |
of Incorporation) | File Number) | Identification No.) |
1460 Park Lane South, Suite 1
Jupiter, Florida 33458
(Address of Principal Executive Office) (Zip Code)
(561) 427-6144
(Registrants telephone number, including area code)
N/A
(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 January 17, 2014, GelTech Solutions, Inc. held its 2014 annual shareholders meeting and the results of each of the proposals are listed below.
Proposal | For | Against | Withheld | Abstain | Broker Non-Vote |
(1) To elect the following as directors: |
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Michael Becker | 15,973,955 |
| 124,180 |
| 11,934,747 |
Peter Cordani | 15,943,612 |
| 154,523 |
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Michael Cordani | 15,933,282 |
| 164,853 |
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Leonard Mass | 15,983,455 |
| 114,680 |
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Phil OConnell, Jr. | 15,956,280 |
| 141,855 |
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Neil Reger | 15,946,937 |
| 151,198 |
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(2) To increase the number of authorized shares of common stock | 23,195,421 | 4,787,251 |
| 50,210 | Not applicable |
(3) To approve and ratify the adoption of the 2007 Equity Incentive Plan | 14,566,874 | 1,368,897 |
| 162,364 | 11,934,747 |
(4) To approve a reverse split of GelTechs common stock at a ratio of: |
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(a) 1-for-2 | 22,616,582 | 5,233,374 |
| 182,926 | Not applicable |
(b) 1-for-5 | 11,192,282 | 16,668,844 |
| 171,156 | Not applicable |
(c) Anywhere in between 1-for-2 and 1-for-5 | 10,972,918 | 16,692,573 |
| 367,391 | Not applicable |
(5) To approve of GelTechs Named Executive Officer Compensation | 15,301,462 | 380,322 |
| 416,351 | 11,934,747 |
| 1 Year | 2 Years | 3 Years | Abstain | Broker Non Votes |
6) To approve an advisory vote on the frequency of the advisory vote on executive compensation | 1,324,817 | 11,410,083 | 3,190,553 | 172,682 | Not applicable |
| For | Against | Withheld | Abstain | Broker Non-Vote |
(7) To ratify the appointment of GelTechs independent registered public accounting firm for Fiscal 2014. | 27,667,724 | 217,119 | Not applicable | 148,039 | Not applicable |
At the meeting there were 35,450,583 shares entitled to vote and 28,032,882 shares (79.07%) were represented at the meeting in person or by proxy. Immediately following the annual meeting, our Board of Directors (the Board) was comprised of all of the nominees listed above. Except for Proposals 4(b) and 4(c), all of the proposals were approved. Based on the Boards recommendation and the voting results with respect to the advisory vote on the frequency of the advisory vote on executive compensation, the Board resolved that GelTech will hold an advisory vote on executive compensation every two years.
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.
| GELTECH SOLUTIONS, INC. |
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January 17, 2014 | By: | /s/ Michael Hull |
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| Michael Hull, Chief Financial Officer |
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