Attached files
| file | filename |
|---|---|
| EX-99.1 - EX-99.1 - Recon Technology, Ltd | v382931_ex99-1.htm |
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
Date of report (date of earliest event reported): June 30, 2014
RECON TECHNOLOGY, LTD
(Exact name of registrant as specified in its charter)
| Cayman Islands | 001-34409 | N/A | ||
|
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
Room 1902, Building C, King Long International Mansion
No. 9 Fulin Road
Beijing, 100107
People’s Republic of China
(Address of principal executive offices and zip code)
025-52313015
(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 obligations 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
Recon Technology, Ltd. (the “Registrant”) held its 2014 Annual Meeting of Shareholders on June 30, 2014, at 9:00 a.m. EDT at Room 1902, King Long International Mansion, 9 Fulin Road, Beijing, People's Republic of China. The following tables reflect the tabulation of the preliminary voting results with respect to each proposal submitted to a vote of the Registrant’s shareholders at the 2014 Annual Meeting of Shareholders. The voting results below are only preliminary and are subject to change. The Registrant will file an amendment to this Current Report on Form 8-K to disclose the final results within four business days after they are known. Abstentions were counted as present for the purpose of establishing a quorum, but were not treated as votes cast on each respective proposal.
| PROPOSAL 1: Election of Directors | ||||
| a. | To elect one Class I member of the Board of Directors to serve terms expiring at the Annual Meeting of Shareholders following the fiscal year ending June 30, 2016 or until their successors are duly elected and qualified. The Class I nominee who received a plurality of the properly cast votes was Zhao Shudong, who were thereby elected to the Registrant’s Board of Directors. Zhao Shudong was elected by a vote of approximately 99.6% of the votes cast (excluding abstentions and broker non-votes). The tabulation of the preliminary voting results is as follows: | |||
| Nominee | For | Withheld | Abstain/Broker Non-Vote | ||||||
| Number | Percentage | Number | Percentage | Number | Percentage | ||||
| Zhao Shudong | 1,567,399 | 56.97% | 5,533 | 0.20% | 1,178,282 | 42.83% | |||
The Table below shows the composition of the Registrant’s Board of Directors and the Board committees following the 2014 Annual Meeting of Shareholders:
| Post-AGM Board | Independent | Committees | ||
| Yin Shenping | No | |||
| Chen Guangqiang | No | |||
| Hu Jijun | Yes | Audit, Nominating, Compensation* | ||
| Zhao Shudong | Yes | Audit, Nominating,* Compensation | ||
| Nelson N.S. Wong | Yes | Audit,* Nominating, Compensation |
* Chair of Committee
| PROPOSAL 2: Ratification of Appointment of Independent Auditor | ||||
| a. | To ratify the appointment of Friedman LLP as the Registrant’s independent registered public accountant for the fiscal year ending June 30, 2014. The proposal was approved by a vote of approximately 97.4% of the votes cast (excluding abstentions and broker non-votes). The tabulation of the preliminary voting results is as follows: | |||
| For | Withheld | Abstain/Broker Non-Vote | |||||
| Number | Percentage | Number | Percentage | Number | Percentage | ||
| 2,677,880 | 97.33% | 71,827 | 2.61% | 1,507 | 0.05% | ||
| PROPOSAL 3: Advisory Vote on Executive Compensation | ||||
| a. | To vote on an advisory, nonbinding resolution to approve the compensation of the Company's named executive officers as disclosed in this proxy statement pursuant to the compensation disclosure rules of the Securities and Exchange Commission. The proposal was approved by a vote of approximately 99.7% of the votes cast (excluding abstentions and broker non-votes). The tabulation of the preliminary voting results is as follows: | |||
| For | Withheld | Abstain/Broker Non-Vote | |||||
| Number | Percentage | Number | Percentage | Number | Percentage | ||
| 1,566,707 | 56.95% | 4,003 | 0.15% | 1,180,504 | 42.91% | ||
| PROPOSAL 4: Advisory Vote on Frequency of Vote on Executive Compensation Vote | ||||
| a. | To vote on an advisory, nonbinding resolution to approve the frequency of advisory votes on named executive officer compensation. Approximately 99.8% of the votes cast (excluding abstentions and broker non-votes) were voted in favor of “Every one year.” The tabulation of the preliminary voting results is as follows: | |||
| Every One Year | Every Two Years | Every Three Years | Abstain/Broker Non-Vote | ||||||||
| Number | Percentage | Number | Percentage | Number | Percentage | Number | Percentage | ||||
| 1,569,001 | 57.03% | 404 | 0.01% | 2,317 | 0.08% | 1,179,492 | 42.87% | ||||
Based on the preliminary results of the foregoing advisory votes, the Registrant will seek shareholder approval, on a nonbinding advisory basis, on the frequency of voting on executive compensation each year.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
Exhibits.
| 99.1 | Press Release dated July 1, 2014 announcing results of voting at annual meeting of shareholders. |
Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| Dated: July 1, 2014 | RECON TECHNOLOGY, LTD | |
| By: | /s/ Liu Jia | |
Name: Its: |
Liu Jia Chief Financial Officer | |
EXHIBIT INDEX
Exhibits.
| 99.1 | Press Release dated July 1, 2014 announcing results of voting at annual meeting of shareholders. |