0001104659-12-003615.txt : 20120124 0001104659-12-003615.hdr.sgml : 20120124 20120124150759 ACCESSION NUMBER: 0001104659-12-003615 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120118 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20120124 DATE AS OF CHANGE: 20120124 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LANNETT CO INC CENTRAL INDEX KEY: 0000057725 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 230787699 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-31298 FILM NUMBER: 12541869 BUSINESS ADDRESS: STREET 1: 9000 STATE RD CITY: PHILADELPHIA STATE: PA ZIP: 19136 BUSINESS PHONE: 2153339000 MAIL ADDRESS: STREET 1: 9000 STATE ROAD STREET 2: 9000 STATE ROAD CITY: PHLADELPHIA STATE: PA ZIP: 19136 FORMER COMPANY: FORMER CONFORMED NAME: NETHERLANDS SECURITIES INC DATE OF NAME CHANGE: 19660629 8-K 1 a12-3372_18k.htm 8-K

 

 

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:  January 18, 2012

 

Lannett Company, Inc.

(Exact Name of Registrant as Specified in its Charter)

 

Delaware

 

001-31298

 

23-0787699

(State or other
Jurisdiction of
Incorporation)

 

(Commission File Number)

 

(IRS Employer
Identification
No.)

 

9000 State Road, Philadelphia, PA 19136

(Address of Principal Executive Offices)

 

Registrant’s telephone number, including area code: (215) 333-9000

 

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))

 

 

 


 

Item 5.07 Submission of Matters to a Vote of Security Holders

 

At the Annual Meeting of Stockholders (“the Annual Meeting”) of Lannett Company, Inc. (the “Company”) held on January 18, 2012, three proposals were voted on by the Company’s stockholders.  The proposals are described in detail in the Company’s definitive proxy statement filed on December 15, 2011 in connection with the Annual Meeting.  A brief description of the proposals and the final results of the votes for each matter are as follows:

 

1.               The stockholders elected all seven director nominees to serve as members of the Company’s board of directors until the Company’s next Annual Meeting of Stockholders and until their respective successors have been duly elected and qualified.

 

The number of votes cast for or withheld, for each nominee was as follows:

 

 

 

Votes For

 

Votes Withheld

 

Ronald A. West

 

19,260,884

 

196,745

 

Jeffrey Farber

 

19,284,065

 

173,564

 

Arthur P. Bedrosian

 

19,270,983

 

186,646

 

Kenneth Sinclair

 

16,701,359

 

2,756,270

 

Albert I. Wertheimer

 

16,945,092

 

2,512,537

 

Myron Winkelman

 

16,055,784

 

3,401,845

 

David Drabik

 

19,282,065

 

175,564

 

 

2.               The stockholders approved, on an advisory basis, the Fiscal 2011 compensation of the Company’s named executive officers.  The stockholder votes were cast as follows:

 

For

 

19,267,997

 

Against

 

165,406

 

Abstain

 

24,226

 

 

3.               The stockholders selected the frequency of every three years for holding future advisory votes on the compensation of the Company’s named executive officers.  The stockholder votes were cast as follows:

 

Every 1 year

 

4,698,653

 

Every 2 years

 

152,093

 

Every 3 years

 

14,581,005

 

Abstain

 

25,878

 

 

2


 

The results of the stockholder vote were consistent with the recommendation of the Board that the frequency of the advisory vote on executive compensation be held every three years. Accordingly, the Company will hold an advisory vote on executive compensation every three years until the next required vote on the frequency of future advisory votes on the compensation of the Company’s named executive officers.

 

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.

 

 

Lannett Company, Inc.

 

 

(Registrant)

 

 

 

 

 

By:

/s/ Arthur P. Bedrosian

 

 

 

Arthur P. Bedrosian

 

 

 

President and Chief Executive Officer

 

 

Dated: January 24, 2012

 

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