0001065949-15-000186.txt : 20150720 0001065949-15-000186.hdr.sgml : 20150720 20150720161557 ACCESSION NUMBER: 0001065949-15-000186 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150716 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20150720 DATE AS OF CHANGE: 20150720 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Envision Solar International, Inc. CENTRAL INDEX KEY: 0001398805 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 208457250 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-53204 FILM NUMBER: 15996024 BUSINESS ADDRESS: STREET 1: 7675 DAGGET STREET STREET 2: SUITE 150 CITY: SAN DIEGO STATE: CA ZIP: 92111 BUSINESS PHONE: 858-799-4583 MAIL ADDRESS: STREET 1: 7675 DAGGET STREET STREET 2: SUITE 150 CITY: SAN DIEGO STATE: CA ZIP: 92111 FORMER COMPANY: FORMER CONFORMED NAME: Casita Enterprises, Inc. DATE OF NAME CHANGE: 20070508 8-K 1 envision8kjuly202015.htm UNITED STATES

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): July 16, 2015

ENVISION SOLAR INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)

Nevada

000-53204

26-1342810

(State or other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)
         
         

9270 Trade Place, San Diego, CA

92126

(Address of Principal Executive Offices)

(Zip Code)

Registrant's telephone number, including area code: (858) 799-4583

(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))

SECTION 5 - CORPORATE GOVERNANCE AND MANAGEMENT

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

                On July 16, 2015, the Company conducted an Annual Meeting of its stockholders at its corporate offices at 9270 Trade Place, San Diego, California, 92126.  At the Annual Meeting of the Stockholders, the stockholders were asked to consider and vote upon the following proposals:

1.        The election of five members of the Board of Directors to hold office until the next annual meeting of stockholders or until their respective successors have been elected and qualified.  The following persons were nominated to be directors of the Company: Robert Noble, Chairman, Jay S. Potter, John Evey, Donald Moody, and Desmond Wheatley.

2.        Ratification of the appointment of Salberg & Company, P.A. as the Company's independent registered public accounting firm for the fiscal years ending December 31, 2014 and December 31, 2015.

3.        Approval, by a non-binding vote, the executive compensation program of the Company.

4.        Recommend the frequency, by non-binding vote, of future non binding votes on the executive compensation program of the Company.

A quorum of shareholders was present at the meeting in person or by proxy. Based on the completed count of votes by the Inspector of Election for the shareholder meeting, the following shareholder vote was made for the following proposals with the following voting results:

1.             Proposal One:       To elect a Board of up to five (5) directors to hold office until the next annual meeting of stockholders or until their respective successors have been elected and qualified.  The nominees were Robert Noble, Jay S. Potter, Donald Moody, John Evey and Desmond Wheatley.

 

For

Withheld

Broker Non-Votes 

Robert Noble:

41,193,751

1,740,784

17,083,768

Jay S. Potter:

42,183,823

750,712

17,083,768

Donald Moody:

41,196,251

1,738,284

17,083,768

John Evey:

41,216,800

1,717,735

17,083,768

Desmond Wheatley:

42,744,012

190,523

17,083,768

 

 

2.             Proposal Two:      To ratify the appointment of Salberg & Company, P.A. as independent registered public accountants for the fiscal years ending December 31, 2014 and December 31, 2015.

 

For

Against

Withheld

Broker Non-Votes

58,805,814

1,152,806

59,683

n/a

 

 

3.             Proposal Three:    Approval, by non-binding vote, the executive compensation program of the Company.

 

For

Against

Withheld

Broker Non-Votes 

41,582,300

1,148,887

203,348

17,083,768

 

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4.             Proposal Four:      Recommend the frequency, by non-binding vote, of future non-binding votes on the executive compensation program of the Company.

 

One year

Two years

Three years

Withheld

Broker Non-Votes

42,777,843

16,044

203,348

116,196

17,083,768

  

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.

ENVISION SOLAR INTERNATIONAL, INC.

July 20, 2015 

By: /s/ Desmond Wheatley                                               

Desmond Wheatley, Chief Executive Officer
 

 

 

 

 

 

 

 

 

 

 

 

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