0000727273-15-000028.txt : 20150604 0000727273-15-000028.hdr.sgml : 20150604 20150604165706 ACCESSION NUMBER: 0000727273-15-000028 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150604 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20150604 DATE AS OF CHANGE: 20150604 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CADIZ INC CENTRAL INDEX KEY: 0000727273 STANDARD INDUSTRIAL CLASSIFICATION: WATER SUPPLY [4941] IRS NUMBER: 770313235 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-12114 FILM NUMBER: 15913536 BUSINESS ADDRESS: STREET 1: 550 SOUTH HOPE STREET STREET 2: SUITE 2850 CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 213-271-1600 MAIL ADDRESS: STREET 1: 550 SOUTH HOPE STREET STREET 2: SUITE 2850 CITY: LOS ANGELES STATE: CA ZIP: 90071 FORMER COMPANY: FORMER CONFORMED NAME: CADIZ LAND CO INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: PACIFIC AGRICULTURAL HOLDINGS INC DATE OF NAME CHANGE: 19920602 FORMER COMPANY: FORMER CONFORMED NAME: ARIDTECH INC DATE OF NAME CHANGE: 19880523 8-K 1 fomr8k_june2015.htm FORM 8-K fomr8k_june2015.htm
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 4, 2015
 
 
Cadiz Inc.
(Exact name of Registrant as specified in its charter)
 
Delaware
(State or other jurisdiction of incorporation)
 
0-12114
(Commission File Number)
 
77-0313235
(IRS Employer Identification No.)
 
550 South Hope Street, Suite 2850, Los Angeles
(Address of principal executive officer)
90071
(Zip Code) 
 
Registrant's telephone number, including area code: (213) 271-1600

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
 
    On June 4, 2015, Cadiz Inc. (the “Company”) held its 2015 Annual Meeting of Stockholders.  The number of shares represented and voting in person and by proxy at said meeting was 11,026,190.

(i)  
The following directors were elected at the meeting:

NOMINEE
VOTES FOR
VOTES WITHHELD
BROKER
NON-VOTES
       
Keith Brackpool
8,501,551
391,469
2,133,170
Stephen E. Courter
8,560,290
332,730
2,133,170
Geoffrey Grant
8,526,281
366,739
2,133,170
Winston Hickox
8,555,486
337,534
2,133,170
Murray H. Hutchison
8,400,537
492,483
2,133,170
Raymond J. Pacini
8,560,586
332,434
2,133,170
Timothy J. Shaheen
8,418,650
474,370
2,133,170
Scott S. Slater
8,574,117
318,903
2,133,170
 
 
(ii) PricewaterhouseCoopers LLP was approved as the Company’s independent auditors for the fiscal year 2015 by the following vote:

 
VOTES
FOR:
10,972,588
AGAINST:
51,029
ABSTAIN:
2,573
   

(iii) The Company’s stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers, by the following vote(1):

 
VOTES
FOR:
8,466,984
AGAINST:
393,731
ABSTAIN:
32,305
BROKER NON-VOTES:
2,133,170
   

___________________________
(1)  The affirmative “FOR” vote of a majority of those shares present in person or represented by proxy at the meeting and entitled to vote on the matter is required to approve the stockholder proposal.  In tabulating the voting result, abstentions and, if applicable, broker non-votes are not counted as votes “FOR” or “AGAINST” the proposal.  An abstention will, however, be counted as entitled to vote on a proposal and will, therefore, have the effect of a vote “AGAINST.”  Applying this standard, the percentage in favor of the stockholder proposal is calculated by dividing the number of FOR votes by the sum of the number of FOR, AGAINST and ABSTAIN votes.
 
 
 
 
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.
 
 
  CADIZ INC. 
   
  By:  /s/ Timothy J. Shaheen
    Timothy J. Shaheen 
    Chief Financial Officer 
     
Dated:  June 4, 2015