Current Report

Proposal No. 2: Ratification of Appointment of EisnerAmper LLP

Vote Type

Abstention

0001553350-13-000672.txt : 20130917 0001553350-13-000672.hdr.sgml : 20130917 20130917131342 ACCESSION NUMBER: 0001553350-13-000672 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130916 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20130917 DATE AS OF CHANGE: 20130917 FILER: COMPANY DATA: COMPANY CONFORMED NAME: As Seen On TV, Inc. CENTRAL INDEX KEY: 0001432967 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-MISCELLANEOUS RETAIL [5900] IRS NUMBER: 800149096 STATE OF INCORPORATION: FL FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-53539 FILM NUMBER: 131100713 BUSINESS ADDRESS: STREET 1: 14044 ICOT BLVD. CITY: CLEARWATER STATE: FL ZIP: 33760 BUSINESS PHONE: 727-288-2738 MAIL ADDRESS: STREET 1: 14044 ICOT BLVD. CITY: CLEARWATER STATE: FL ZIP: 33760 FORMER COMPANY: FORMER CONFORMED NAME: H & H Imports, Inc. DATE OF NAME CHANGE: 20080421 8-K 1 astv_8k.htm CURRENT REPORT Current Report

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): September 16, 2013

AS SEEN ON TV, INC.

(Exact name of registrant as specified in its charter)



Florida	000-53539	80-0149096
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

14044 Icot Boulevard, Clearwater, Florida 33760
(Address of principal executive offices) (Zip Code)

(727) 288-2738
(Registrant’s telephone number, including area code)

Not Applicable
(Former name or former address, if changed from 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 (see General Instruction A.2. below):

¨ 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))

Section 5 – Corporate Governance and Management

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

The 2013 annual meeting of shareholders (the “Annual Meeting”) of As Seen On TV, Inc. (the “Company”) was held on Monday, September 16, 2013 at its principal executive office located at 14044 Icot Boulevard, Clearwater, Florida. Shareholders of record at the close of business on July 19, 2013 were entitled to one vote for each share of common stock held. On July 19, 2013, there were 71,740,834 shares of common stock issued and outstanding.

At the Annual Meeting, the shareholders of the Company voted on the following proposals, each as more fully described in the Company’s definitive proxy statement filed with the United States Securities and Exchange Commission on July 22, 2013:

1. To elect five members of the Board of Directors of the Company (the “Board”) to serve until the next annual meeting of shareholders. Each nominee for director was elected by a vote of the shareholders as follows:


Proposal No. 1: Election of Directors	Vote Type	Voted
Kevin Harrington	For		28,510,910
	Withheld		840,356
	Broker Non-Votes		7,077,326

Greg Adams	For		28,267,162
	Withheld		1,084,104
	Broker Non-Votes		7,077,326

Randolph A. Pohlman, PhD.	For		26,311,139
	Withheld		3,040,127
	Broker Non-Votes		7,077,326

Kevin A. Richardson, II	For		28,898,146
	Withheld		453,120
	Broker Non-Votes		7,077,326

Ronald C. Pruett, Jr.	For		28,834,315
	Withheld		516,951
	Broker Non-Votes		7,077,326

2. To ratify the appointment of EisnerAmper LLP, an independent registered public accounting firm, to serve as the Company’s independent auditors for fiscal year ending March 31, 2014. The proposal was approved by a vote of shareholders as follows:

3. To approve the Company’s 2013 Equity Compensation Plan (the “2013 Plan”). The proposal was approved by a vote of shareholders as follows:

4. To determine, on a non-binding advisory basis, the frequency of the advisory vote on the compensation of the Company’s named executive directors.


Proposal No. 4: Advisory Vote on the Frequency of the Vote on Executive Compensation


Every Three Years	Every Two Years	Every One Year	Abstain
26,939,562	499,806	1,909,324	2,574

Based on the results of Proposal No. 4, the Board has determined that the Company will hold a non-binding, advisory vote on the compensation of its named executive officers once every three years until the next required vote on the frequency of the advisory vote on executive compensation occurs, or until the Board determines that holding such vote with a different frequency is in the best interests of the Company.

5. To approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers. The proposal was approved by a vote of shareholders as follows:

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.


	As Seen On TV, Inc.

Date: September 17, 2013	By:	/s/ Ronald C. Pruett, Jr.
		Ronald C. Pruett, Jr.
		Chief Executive Officer