Item 5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.
Effective August 5, 2014, the Registrant's stockholders elected Paul Hughes to
serve as a member of its board of directors.
Paul Hughes is the current COO of Guardian 8 Corporation, where he previously
served as a consultant for Guardian 8 Corporation from October 2010 through
December of 2011 when he was hired as an officer. Prior to consulting for
Guardian 8 Corporation, Hughes was providing consulting services to several
other privately held companies. From March of 2006 through November of 2009,
Hughes served as the Director of New Markets Development for Taser®
International, Inc., a publicly traded corporation. Before joining Taser®, Mr.
Hughes spent two years (2005-2006) at Global Alerts LLC, a private company in
the multinational alert industry. From 2003 through 2005, Paul served as a brand
manager for Smith & Wesson Holding Corporation, a publicly traded firearms
manufacturer. Mr. Hughes holds a MBA in Global Management & Leadership from
Arizona State University and has over 60 hours of non-lethal weapons, policies
and procedures coursework at Penn State University. He completed the
Entrepreneurship Development Program at M.I.T. in January 2010. Further, Paul
was honorably discharged from the Marine Corps following Operations Desert
Shield/Desert Storm and was decorated for actions contributing to the liberation
Mr. Hughes is not a party to any pending legal proceeding, nor has he been
subject to a bankruptcy petition filed against him, nor been convicted in, or
subject to, any criminal proceeding.
Item 5.07 Submission of Matters to a Vote of Security Holders.
On August 5, 2014 the Registrant held its annual meeting of stockholders.
Stockholders voted on the following proposals:
1. To elect C. Stephen Cochennet, Kathleen Hanrahan, James
G. Miller, Kyle Edwards, Corey Lambrecht, Jim Nolton,
Paul Hughes and William Clough to serve as directors
until the next annual meeting or until their successors
are elected and qualified; and
2. To confirm the reaffirmation of L.L. Bradford & Company,
LLC as independent auditors for the next year.
Each proposal was approved and each share of common stock was entitled to one
vote per proposal. Only stockholders of record at the close of business on June
, were entitled to vote. The number of outstanding shares on the record
date was 40,737,560 and those shares were held by approximately 197
Votes on the proposals were as follows:
Proposal For Against Abstentions
1. C. Stephen Cochennet 22,035,749 427,042 0
1. Kathleen Hanrahan 22,307,999 152,292 2,500
1. James G. Miller 22,055,749 404,542 2,500
1. Kyle Edwards 22,416,636 43,655 2,500
1. Corey Lambrecht 21,271,654 113,637 1,077,500
1. Jim Nolton 21,271,654 113,637 1,077,500
1. Paul Hughes 21,019,404 365,887 1,077,500
1. William Clough 21,242,999 144,792 1,075,000
2. Reaffirmation of L.L. Bradford & Company, LLC 22,093,569 17,696 3,801,074