UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 28, 2017
Skyline Medical Inc.
(Exact name of Registrant as Specified in its Charter)
| Delaware | 001-36790 | 33-1007393 |
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
|
2915 Commers Drive, Suite 900 Eagan, Minnesota |
55121 |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant's telephone number, including area code: (651) 389-4800
Former Name or Former Address, if Changed Since Last Report: Not Applicable
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 (see General Instruction A.2. below):
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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 o
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. o
This amendment is being filed to correct typographical errors in the chart below.
Item 5.07 Submission of Matters to a Vote of Security Holders.
At the Annual Meeting, the Company’s stockholders took the following actions:
(i) The stockholders elected six directors to serve as members of the Company’s Board of Directors until the next annual meeting of stockholders. The stockholders present in person or by proxy cast the following numbers of votes in connection with the election of directors, resulting in the election of all nominees:
|
Nominee |
Votes For |
Votes Withheld |
Broker Non-Votes | |||
| Thomas J. McGoldrick | 859,279 | 186,917 | 3,274,865 | |||
| Andrew P. Reding | 868,447 | 177,749 | 3,274,865 | |||
| Carl Schwartz | 838,508 | 207,688 | 3,274,865 | |||
| Timothy A. Krochuk | 868,355 | 177,841 | 3,274,865 | |||
| J. Melville Engle | 858,812 | 187,384 | 3,274,865 | |||
| Richard L. Gabriel | 864,748 | 181,448 | 3,274,865 |
(ii) The stockholders approved an amendment to the Company’s certificate of incorporation to increase the number of authorized shares of common stock from 24,000,000 to 50,000,000. There were 3,217,062 votes cast for the proposal; 1,099,452 votes were cast against the proposal and 4,547 votes abstained. There were no broker non-votes.
(iii) The stockholders approved an amendment to the Company’s 2012 Plan to (i) increase the reserve of shares of Common Stock authorized for issuance thereunder to 5,000,000, (ii) to increase certain threshold limits for grants, and (iii) to re-approve the performance goals thereunder. There were 641,860 votes cast for the proposal; 393,957 votes were cast against the proposal and 10,379 votes abstained. There were 3,274,865 broker non-votes.
(iv) The stockholders ratified the appointment of Olson Thielen & Co., Ltd. as the independent registered public accounting firm of the Company for its fiscal year ending December 31, 2016. There were 3,825,004 votes cast for the proposal; 401,342 votes were cast against the proposal and 94,715 votes abstained. There were no broker non-votes.
(v) The stockholders approved a proposal to adjourn the Annual Meeting, if necessary, to solicit additional proxies if there were not sufficient votes at the time of the Annual Meeting to approve the proposal to increase the authorized shares of common stock (Proposal 1) and the proposal to amend the Company’s Amended and Restated 2012 Stock Incentive Plan. There were 2,841,760 votes cast for the proposal; 1,165,846 votes were cast against the proposal and 31,973 votes abstained. There were no broker non-votes.
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.
Date: February 1, 2018
| SKYLINE MEDICAL, INC. | |||
| By: | /s/ Bob Myers | ||
| Bob Myers | |||
| Chief Financial Officer | |||