8-K 1 a11-15459_18k.htm 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): June 20, 2011

 

 

SRS LABS, INC.

 (Exact Name of registrant as specified in its charter)

 

Delaware

 

0-21123

 

33-0714264

(State or other jurisdiction of
incorporation)

 

(Commission File Number)

 

(IRS Employer
Identification No.)

 

2909 Daimler Street
Santa Ana, California

 

92705

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (949) 442-1070

 

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:

 

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))

 

 

 



 

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

 

(a)   SRS Labs, Inc. (the “Company”) held its 2011 Annual Meeting of Stockholders (the “Annual Meeting”) on June 20, 2011.

 

(b)   Proposal 1:  At the Annual Meeting, the Company’s stockholders elected Thomas C.K. Yuen and Sam Yau as the Class III directors to the Board of Directors to serve a three year term expiring at the 2014 Annual Meeting of Stockholders or until his successor is elected and qualified.  Mr. Yuen and Mr. Yau received affirmative votes from more than a majority of the votes cast.  The vote for each of the directors was as follows:

 

Nominee

 

Votes For

 

Votes Withheld

 

Thomas C.K. Yuen

 

10,145,498

 

653,388

 

Sam Yau

 

8,391,614

 

2,407,272

 

 

Proposal 2:  At the Annual Meeting, the Company’s stockholders approved an amendment to the SRS Labs, Inc. 2006 Stock Incentive Plan to increase the number of shares of Company’s common stock available for issuance thereunder by 750,000 shares.  The tabulation of votes was as follows:

 

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

 

6,876,886

 

3,893,040

 

28,960

 

3,476,558

 

 

Proposal 3:  At the Annual Meeting, the stockholders also voted to ratify the appointment of Squar, Milner, Peterson, Miranda & Williamson, LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2011.  The tabulation of votes was as follows:

 

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

 

13,118,883

 

618,153

 

468,408

 

N/A

 

 

Proposal 4:  At the Annual Meeting, the stockholders also approved the compensation of SRS’ named executive officers, as described in the proxy statement for the Annual Meeting.  The tabulation of votes was as follows:

 

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

 

9,653,244

 

687,396

 

458,246

 

3,476,558

 

 

Proposal 5:  At the Annual Meeting, the stockholders also approved an annual vote on the frequency of conducting future advisory votes on executive compensation.  The tabulation of votes was as follows:

 

Votes For One Year
Frequency

 

Votes For Two
Years Frequency

 

Votes For Three
Years Frequency

 

Abstentions

 

Broker Non-Votes

 

9,984,526

 

108,536

 

693,626

 

12,198

 

3,476,558

 

 

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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.

 

 

SRS LABS, INC.,

 

a Delaware corporation

 

 

 

Date: June 20, 2011

 

 

 

By:

/S/ THOMAS C.K. YUEN

 

 

Thomas C.K. Yuen

 

 

Chairman of the Board and Chief Executive Officer

 

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