Item 5.07 Submission of Matters to a Vote of Security Holders.
2014 Annual Meeting of Stockholders
Set forth below are the voting results on each of the seven proposals submitted to and voted upon by the stockholders at the 2014 Annual Meeting, which proposals are described in the Company's Proxy Statement for the 2014 Annual Meeting:
Proposal 1: Election of Directors
The following nominees were elected as directors, each to serve for a term of
one year and until his successor is duly elected and qualified, by the vote set
forth below: For Withheld A. Michael Chretien 26,179,688 272,353 Matthew L. Chretien 26,329,688 122,353 Thomas D. Moss 26,317,236 134,805 Rye D'Orazio 26,329,688 122,353
Proposal 2: Reverse-Stock Split
An amendment to the Company's Articles of Incorporation to effectuate a reverse
stock split in the ratio of 7-to-1 was approved, by the vote set forth below:
For Against Withheld 29,017,764 243,878 101,000
Proposal 3: Increase in Authorized Shares
Proposal 3 was only to be voted upon and effective if Proposal 2 was defeated.
Since Proposal 2 was approved by the shareholders, Proposal 3 was withheld.
Proposal 4: Change of Name
An amendment to the Company's Articles of Incorporation to change the name of
the Company from "
approved, by the vote set forth below:
For Against Withheld 29,097,789 163,853 101,000 2
Proposal 5: Approval, on an Advisory Basis, of Compensation of Named Executive
Officers ("Say-On-Pay") The compensation of the Company's named executive officers was approved, on an advisory, non-binding basis, by the vote set forth below: For Against Withheld 25,691,663 122,378 251,000
Proposal 6: Approval, on an Advisory Basis, to Hold an Advisory Vote on the
Compensation of Named Executive Officers Every Three Years ("Say-on-Frequency") The proposal to hold an advisory vote every three years on the compensation of the Company's named executive officers was approved, on an advisory, non-binding basis, by the vote set forth below: Every Three Years Every Two Years Every One Year Withheld 21,353,289 2,243,000 2,281,700 571,052
Proposal 7: Ratification of Appointment of Independent Registered Public
Accounting Firm The appointment by the
Audit Committee of GBQ Partners LLCas the Company's independent registered public accounting firm for the fiscal year ending December 31, 2014was ratified, by the vote set forth below: For Against Withheld 29,121,117 241,500 25 Item 8.01 Other Events.
Effective as of
Item 9.01 Financial Statements and Exhibits
(d) Exhibits Exhibit No. Name of Exhibit
Press release issued by
GlobalWise Investments, Inc., on August 7, 99.1 2014. 3