8-K

Genasys Inc. (GNSS)

8-K 2020-03-16 For: 2020-03-10
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Added on April 06, 2026

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): March 10, 2020

Genasys Inc.

(Exact name of registrant as specified in its charter)

Delaware 000-24248 87-0361799
(State or Other Jurisdiction of<br><br> <br>Incorporation) (Commission<br><br> <br>File Number) (I.R.S. Employer<br><br> <br>Identification No.)
16 262 West Bernardo Drive
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San Diego, California 92127

(Address of Principal Executive Offices)

____________________

858-676-1112

(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:

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 240.14.a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth company 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. ☐

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common stock, $.00001 par value per share GNSS NASDAQ Capital Market

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

Genasys Inc. (the “Company”) held its Annual Meeting of Stockholders on March 10, 2020. The following is a brief description of each matter voted upon at the 2020 Annual Meeting, as well as the number of votes cast for, against or withheld as to each matter and the number of abstentions and broker non-votes with respect to each matter:

Election of Directors:

The six individuals listed below were elected at the 2020 Annual Meeting to serve for a one-year term on the Company’s Board of Directors:

Number of Shares Number of Shares
Nominee Voted For Withheld
Scott L. Anchin 13,826,557 1,043,413
Laura M. Clague 12,845,928 2,024,042
John G. Coburn 14,233,572 636,398
Richard S. Danforth 14,288,069 581,901
Daniel H. McCollum 13,826,257 1,043,713
Richard H. Osgood III 13,877,027 992,943

Ratification of Independent Registered Public Accounting Firm:

The ratification of the appointment of Squar Milner LLP as the Company’s independent registered public accounting firm for the fiscal year ended September 30, 2020 was approved by the following votes:

For Against Abstain
23,584,989 313,126 708,769

Advisory Vote on the Compensation of the Company’s Named Executive Officers:

The compensation of the Company’s named executive officers as described in its Proxy Statement was approved, on an advisory, non-binding basis, by the following votes:

For Against Abstain Broker Non-Votes
13,661,656 988,241 220,073 9,736,914

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 thereunto duly authorized.

Date: March 13, 2020

Genasys Inc.
By: /s/ Dennis D. Klahn
Dennis D. Klahn
Chief Financial Officer