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 29, 2017
 
______________
 
ZOOM TELEPHONICS, INC.
(Exact name of registrant as specified in its charter)
______________
 
Delaware
(State or Other Jurisdiction of Incorporation)
 
000-53722
 
04-2621506
(Commission File Number)
 
(I.R.S. Employer Identification No.)
 
99 High Street, Boston, MA
 
02110
(Address of Principal Executive Offices)
 
(Zip Code)
 
(617) 432-1072
(Registrant’s 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 (see General Instruction A.2. below):
 
☐ 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 June 29, 2017, the Company held its Annual Meeting of Shareholders. At such meeting, the shareholders of the Company voted:
 
(1) 
To elect seven Directors to serve for the ensuing year. The votes cast were as follows:
 
Nominee
 
For
 
 
Votes Withheld/Abstain
 
 
Broker Non-Votes
 
Frank B. Manning
  7,202,864 
  423,729 
  5,163,925 
Peter R. Kramer
  7,177,876 
  448,717 
  5,163,925 
Robert Crowley
  7,202,936 
  423,657 
  5,163,925 
Joseph J. Donovan
  7,202,936 
  423,657 
  5,163,925 
Philip Frank
  7,177,948 
  448,645 
  5,163,925 
George Patterson
  7,177,988 
  448,605 
  5,163,925 
Peter Sykes
  7,202,936 
  423,657 
  5,163,925 
 
 
(2) 
To ratify the selection of Marcum LLP as the Company’s independent auditors for the fiscal year ending December 31, 2017. The votes cast were as follows:
 
 
For
 
 
Against
 
 
Abstain
 
 
Broker Non-Votes
 
  11,615,009 
  1,171,552 
  3,957 
  0 
 
(3) To approve an advisory vote on the compensation of the Company’s named executive officers (the “say-on-pay” vote). The votes cast were as follows:
 
 
For
 
 
Against
 
 
Abstain
 
 
Broker Non-Votes
 
  7,187,730 
  430,063 
  8,800 
  5,163,925 
 
 
 
2
 
 
SIGNATURE
 
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.
 
Dated: June 29, 2017
ZOOM TELEPHONICS, INC.
 
 
 
  
 
 
 
 
 
 
By:  
/s/ Frank Manning
 
 
 
Frank Manning, President, CEO and Acting Chief Financial Officer
 
 
 
 
 
 
 
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