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): June 20,
2017
Voltari Corporation
(Exact name of registrant as specified in its charter)
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Delaware
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000-55419
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90-0933943
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(State or Other Jurisdiction of
Incorporation or Organization)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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767 Fifth Avenue, Suite 4700
New York, NY 10153
(Address of Principal Executive Offices, including Zip
Code)
(212) 388-5500
(Registrant’s Telephone Number, including Area Code)
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))
Indicate by check mark whether the registrant is an emerging
growth company as defined in as defined in Rule 405 of the
Securities Act of 1933 (§230.405 of this chapter) or Rule
12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of
this chapter).
Emerging growth
company ☐
If an
emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided
pursuant to Section 13(a) of the Exchange Act. ☐
Item
5.07. Submission of Matters to a Vote of Security
Holders.
Voltari
Corporation (the “Company”) held its Annual Meeting of
Stockholders on June 20, 2017 (the “Annual Meeting”).
At the Annual Meeting, stockholders voted on the following
proposals and cast their votes as described below.
Proposal No. 1.
Election of Directors. The stockholders
elected all of the Board’s nominees for director, to serve
until the Company’s next annual meeting of stockholders or
until their respective successors are duly elected and
qualified.
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Name
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For
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Withheld
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Abstained
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Broker
Non-Vote
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Peter K.
Shea
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5,075,506
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148,814
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--
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2,167,202
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Jaffrey (Jay) A.
Firestone
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5,077,823
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146,497
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--
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2,167,202
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Kevin
Lewis
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5,076,992
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147,328
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--
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2,167,202
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Sachin
Latawa
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5,078,491
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145,829
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--
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2,167,202
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Proposal No 2.
Advisory Approval of the Company’s
Executive Compensation. The stockholders approved, on a
non-binding, advisory basis, the compensation of the
Company’s named executive officers as described in the
Company’s proxy materials.
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For
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Against
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Abstained
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Broker Non-Vote
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5,035,714
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173,662
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14,944
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2,167,202
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Proposal No 3.
Advisory Approval of the Frequency of an
Advisory Vote on the Company’s Executive Compensation.
The stockholders approved on a non-binding, advisory basis, to hold
an advisory vote every year on the compensation of the
Company’s named executive officers.
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1Year
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2 Years
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3 Years
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Abstained
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Broker Non-Vote
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5,159,434
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5,652
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22,284
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36,950
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2,167,202
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Proposal No 4.
Ratification of Appointment of Independent
Registered Public Accounting Firm. The stockholders ratified
the appointment of Grant Thornton LLP as the Company’s
independent registered public accounting firm for the fiscal year
ending December 31, 2017.
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For
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Against
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Abstained
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Broker Non-Vote
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6,957,307
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342,944
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91,271
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--
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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.
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VOLTARI
CORPORATION
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June 21,
2017
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By:
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/s/
Kenneth
Goldmann
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Kenneth
Goldmann
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Chief Financial
Officer
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