Vislink Technologies, Inc 8-K, filed Aug 25, 2023
Vislink Technologies, Inc. (VISL)
About this 8-K
Vislink Technologies, Inc filed this 8-K on August 25, 2023, reporting on events of August 23, 2023.
Items reported
- Item 5.02: Director or officer change, or executive pay
- Item 5.07: Shareholder vote results
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SECURITIES AND EXCHANGE COMMISSION
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CURRENT REPORT
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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
As previously reported in the Proxy Statement for the 2023 Annual Meeting of Stockholders (the “Meeting”) of Vislink Technologies, Inc. (the “Company”), General James T. Conway did not stand for reelection as a director at the Meeting when his term expired. The decision not to stand for reelection was not attributable to any disagreement with the Company on any matter relating to the Company’s operations, policies or practices. Accordingly, by resolution of the Board of Directors (the “Board”) of the Company, the size of the Board has been decreased to five members as of August 23, 2023. No new committee assignments have been made at this time. The Company intends to decide and report on new committee assignments and to be in compliance with all regulatory and Nasdaq requirements relating to the composition of the Board and its Committees on a timely basis.
Item 5.07. Submission of Matters to a Vote of Security Holders
On August 23, 2023, the Company held the Meeting. The total number of shares entitled to vote at the Meeting was 2,377,362 and there were present, in person or by proxy, 1,176,538 shares, which constituted a quorum for the Meeting. The matters voted upon and the results of the vote were as follows:
Proposal 1: Election of Directors
The following directors were elected to a one-year term of office expiring at the 2024 Annual Meeting of Stockholders:
| NOMINEE | FOR | AGAINST | ABSTAIN | BROKER NON-VOTES | ||||||||
| Susan Swenson | 230,329 | 137,913 | 2,032 | 806,264 | ||||||||
| Carleton M. Miller | 347,582 | 17,539 | 5,153 | 806,264 | ||||||||
| Jude T. Panetta | 325,195 | 39,626 | 5,453 | 806,264 | ||||||||
| Ralph Faison | 255,595 | 112,428 | 2,251 | 806,264 | ||||||||
| Brian Krolicki | 354,203 | 13,931 | 2,140 | 806,264 |
Proposal 2: Approving the 2023 Omnibus Equity Incentive Plan
A proposal to approve the 2023 Omnibus Equity Incentive Plan was adopted with the results of the voting for this proposal as follows:
| FOR | AGAINST | ABSTAIN | BROKER NON-VOTES | |||
| 328,264 | 39,231 | 2,779 | 806,264 |
Proposal 3: Ratification of Appointment of Marcum LLP as Independent Registered Public Accounting Firm
A proposal to ratify the selection of Marcum LLP as the Company’s independent registered public accounting firm for its fiscal year ending December 31, 2023 was adopted with the results of the voting for this proposal as follows:
| FOR | AGAINST | ABSTAIN | BROKER NON-VOTES | |||
| 1,155,174 | 117,596 | 3,768 | 0 |
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.
| VISLINK TECHNOLOGIES, INC. | ||
| Date: August 25, 2023 | By: | /s/ Carleton M. Miller |
| Name: | Carleton M. Miller | |
| Title: | Chief Executive Officer | |