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): January 6, 2017 (January 5, 2017)

 

SURGE COMPONENTS, INC.

(Exact name of registrant as specified in its charter)

 

Nevada   000-27688   11-2602030

(State or other jurisdiction
of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

95 East Jefryn Blvd., Deer Park, New York   11729
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (631) 595-1818

 

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 240.13a-4(c))

 

 

 

 

 

 

Item 5.07.       Submission of Matters to a Vote of Security Holders.

 

On January 5, 2017, Surge Components, Inc. (the “Company”) held its annual meeting of stockholders (the “Meeting”). At the Meeting, the Company’s stockholders (i) re-elected Ira Levy and Steven J. Lubman as Class A directors of the Company, (ii) approved the compensation of the Company’s named executive officers, (iii) ratified the appointment of Seligson & Giannattasio, LLP as the Company’s independent registered public accounting firm for the fiscal year ending November 30, 2016 and (iv) ratified a rights plan designed to protect and preserve the substantial tax benefits of the Company’s net operating loss carryforwards (the “NOL Rights Plan”).

 

Set forth below are the final voting results for each of the proposals:

 

Proposal No. 1 – Election of directors

 

Ira Levy and Steven J. Lubman were elected to serve as Class A directors of the Company until the 2019 annual meeting of stockholders or until their successors are elected and qualified or until their earlier resignation or removal. The voting results were as follows:

 

Director  Votes For   Votes Withheld 
Ira Levy   6,113,895    108,111 
Steven J. Lubman   6,115,626    106,380 

 

Proposal No. 2 – Advisory vote regarding the approval of compensation paid to named executive officers

 

The compensation of the Company’s named executive officers was approved, on an advisory basis. The voting results were as follows:

 

Votes For   Votes Against   Abstentions 
 3,367,439    2,834,410    20,157 

 

Proposal No. 3 – Ratification of appointment of independent registered public accounting firm

 

The appointment of Seligson & Giannattasio, LLP as the Company’s independent registered public accounting firm for the fiscal year ending November 30, 2016 was ratified. The voting results were as follows:

 

Votes For   Votes Against   Abstentions 
 5,668,805    101,893    451,308 

 

Proposal No. 4 – Ratification of the NOL Rights Plan

 

The ratification of the NOL Rights Plan was approved. The voting results were as follows:

 

Votes For   Votes Against   Abstentions 
 5,621,126    117,840    483,040 

 

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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.

 

  SURGE COMPONENTS, INC.
     
Date: January 6, 2017 By: /s/ Ira Levy
    Name: Ira Levy 
    Title: Chief Executive Officer 

 

 

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