0001354488-13-003625.txt : 20130626 0001354488-13-003625.hdr.sgml : 20130626 20130626142639 ACCESSION NUMBER: 0001354488-13-003625 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130620 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20130626 DATE AS OF CHANGE: 20130626 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Tribute Pharmaceuticals Canada Inc. CENTRAL INDEX KEY: 0001159019 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: A6 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-31198 FILM NUMBER: 13934159 BUSINESS ADDRESS: STREET 1: 544 EGERTON ST CITY: LONDON STATE: A6 ZIP: N5W 3Z8 BUSINESS PHONE: 519-434-1540 MAIL ADDRESS: STREET 1: 544 EGERTON ST CITY: LONDON STATE: A6 ZIP: N5W 3Z8 FORMER COMPANY: FORMER CONFORMED NAME: STELLAR PHARMACEUTICALS INC DATE OF NAME CHANGE: 20060412 FORMER COMPANY: FORMER CONFORMED NAME: STELLAR INTERNATIONAL INC DATE OF NAME CHANGE: 20010910 8-K 1 tbuff_8k.htm CURRENT REPORT tbuff_8k.htm
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, 2013
__________________________________________

Tribute Pharmaceuticals Canada Inc.
(Exact name of registrant as specified in its charter)
__________________________________________

Ontario, Canada
(State or other jurisdiction
of incorporation)
0-31198
(Commission File Number)
Not Applicable
(I.R.S. Employer
Identification Number)
 
151 Steeles Avenue East, Milton, Ontario, Canada
(Address of principal executive offices and zip code)
 
(519) 434-1540
(Registrant’s telephone number, including area code)

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 Shareholders of Tribute Pharmaceuticals Canada Inc. (the “Company”) was held on June 20, 2013. At the Annual Meeting, the shareholders voted on the following four (4) proposals and cast their votes as described below.
 
Proposal 1 — Election of Directors
 
The following seven (7) individuals were elected as directors, to serve until the 2014 Annual Meeting of Shareholders or their successors are elected and qualified with the following votes:
 
Name of Director
  
Votes For
  
Votes Against
  
Withhold
  
Broker Non-Votes
  
Steven Goldman
  
29,948,866
  
-
  
0
  
286,850
  
John Gregory
  
29,948,866
  
-
  
0
  
286,850
  
Robert Harris
  
29,948,866
  
-
  
0
  
286,850
  
John Kime
  
29,301,034
  
-
  
647,832
  
286,850
  
Scott Langille
  
29,948,866
  
-
  
0
  
286,850
  
Arnold Tenney
  
29,730,366
  
-
  
218,500
  
286,850
  
F. Martin Thrasher
  
29,948,866
  
-
  
0
  
286,850
  
 
Proposal 2 — Ratification of the appointment of McGovern, Hurley, Cunningham LLP
 
The stockholders ratified and approved the appointment of McGovern, Hurley, Cunningham LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2013 based on the votes listed below:
 
Votes For
  
Votes Against
  
Withhold
  
ABroker Non-Votes
30,234,666
  
-
  
1,050
  
-
 
Proposal 3 — A non-binding, advisory vote to approve the executive compensation of the named executive officers.
 
Although this vote is non-binding on the Company or the Board of Directors, the stockholders approved the executive compensation of the named executive officers based on the votes listed below:
 
Votes For
  
Votes Against
  
Abstentions
  
Broker Non-Votes
29,003,239
  
20,000
  
0
  
1,212,477
 
Proposal 4 — A non-binding, advisory vote to determine the frequency of conducting future advisory votes on executive compensation.
 
Although this vote is non-binding on the Company or the Board of Directors, the stockholders approved a three (3) year frequency of conducting future advisory votes on executive compensation based on the votes listed below:
 
One Year
  
Two Years
  
Three Years
  
Abstentions
  
Broker Non-Votes
20,000
  
650,332
  
28,159,407
  
193,500
  
1,212,477
 
After considering the preferences expressed at the annual meeting, the Company’s Board of Directors may determine to hold future non-binding, advisory votes on executive compensation every three (3) years, so that the next such vote will be held at its 2016 Annual Meeting of Shareholders.  Under section 14A(a)(2) of the Securities Exchange Act of 1934, as amended, the Company will hold another vote on the frequency of shareholder votes on the compensation of executives no later than its 2019 Annual Meeting of Shareholders.

 
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SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 

  Tribute Pharmaceuticals Canada Inc.  
       
Date: June 26, 2013  
By:
/s/ Scott Langille  
    Name: Scott Langille   
    Title: Chief Financial Officer   
       
                                    
 
 
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