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NOBLE ROMANS INC FILES (8-K) Disclosing Submission of Matters to a Vote of Security Holders

July 3, 2014



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

Noble Roman's, Inc. (the "Registrant") held its 2014 Annual Meeting of Shareholders on July 2, 2014 (the "Annual Meeting"). As of the record date for the Annual Meeting, May 19, 2014, 19,801,087 outstanding and entitled to vote on the matters presented at the meeting. Holders of 14,822,872 shares of the Registrant's Common Stock, or 74.86% of the outstanding votes entitled to be cast at the Annual Meeting, were represented at the Annual Meeting in person or by proxy, and constituted a quorum.

At the Annual Meeting, the Registrant's shareholders: (1) elected one Class I director nominee with a term expiring in 2017 to the Board of Directors; and (2) ratified the appointment of the independent registered public accounting firm, Somerset CPAs, P.C., as the Registrant's registered independent accounting firm for the year ending December 31, 2014.

The matters acted upon at the Annual Meeting, and the vote tabulation for each matter is as follows:

1. Election of one Class III director:



Class I Director Nominee Votes For Votes Withheld Abstentions Broker Non-Votes Douglas Coape-Arnold 6,738,345 41,732 0

8,042,895



Mr. Douglas Coape-Arnold received a majority of the votes of the shares voted and, therefore, was elected as a Class I Director to serve until 2017.

2. Ratification of Somerset CPAs, P.C. as the Registrant's independent registered public accounting firm for the year ending December 31, 2013:

Votes For Votes Against Abstentions Broker Non-Votes 14,186,832 606,838 29,302 0

Somerset CPAs, P.C. received the affirmative vote of holders of the majority of the shares represented in person or by proxy and, therefore, their appointment as the Registrant's registered independent accounting firm for the year ending December 31, 2014 was ratified.

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Source: Edgar Glimpses


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