8-K 1 f8k_041714.htm FORM 8-K f8k_041714.htm
UNITED-STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
__________________________
 
FORM 8-K
__________________________
 
CURRENT REPORT
 
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
 
Date of report (Date of earliest event reported):    May 15, 2013

 
UNITED-GUARDIAN, INC.
(Exact name of Registrant as Specified in Charter)
 
DELAWARE
1-10526
11-1719724
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)
 
230 Marcus Boulevard, Hauppauge, New York
11788
   (Address of Principal Executive Offices)
(Zip Code)
 
Registrant's telephone number, including area code:    (631) 273-0900
 
 
                                    Not Applicable                                      
(Former name or former address, if changed since last report)
 
     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:
 
¨   
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)
¨   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)
 
 
 
Item 5.07.     Submission of Matters to a Vote of Security Holders.

The 2013 Annual Meeting of Stockholders (the “Annual Meeting”) of the Company was held on May 15, 2013. The voting results for each of the proposals submitted to a vote of the stockholders of the Company at the Annual Meeting are set forth below.

Election of Directors.  The Company’s stockholders elected the Board’s nominees as Directors of the Company by the following vote:
 
Name
Votes For
Votes Withheld
Broker Non-Votes
Robert S. Rubinger
929,467
297,396
2,932,267
Kenneth H. Globus
934,691
292,172
2,932,267
Lawrence F. Maietta
927,847
299,016
2,932,267
Arthur Dresner
1,202,759
24,104
2,932,267
Andrew A. Boccone
1,201,980
24,883
2,932,267
Christopher W. Nolan, Sr.
1,201,872
24,991
2,932,267
  
Vote on the Appointment of Holtz Rubenstein Reminick LLP as the Independent Registered Public Accountants of the Company for the Fiscal Year Ending December 31, 2013.  The Company’s stockholders approved the proposal by the following vote:

Votes For
Votes Against
Abstentions
4,096,164
     27,501
    35,465
 
Approval, on an advisory basis, of a shareholder vote every year on the compensation paid to the Company’s named officers:
 
For: 808,799
Against: 37,041
Abstain: 381,023
Broker Non-votes: 2,932,267
 
Approval, on an advisory basis, of the compensation of the Company’s name executive officers:
 
For: 781,859
Against: 61,800
Abstain: 383,204
Broker Non-votes: 2,932,267

 
 
 
 
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 thereunto duly authorized.
 
 
UNITED-GUARDIAN, INC.
 
 
By:        /s/ Kenneth H. Globus
Name:   Kenneth H. Globus
Title:     President
 
April 17, 2013