0000819689-14-000034.txt : 20140527 0000819689-14-000034.hdr.sgml : 20140526 20140527170913 ACCESSION NUMBER: 0000819689-14-000034 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140522 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20140527 DATE AS OF CHANGE: 20140527 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ARRHYTHMIA RESEARCH TECHNOLOGY INC /DE/ CENTRAL INDEX KEY: 0000819689 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] IRS NUMBER: 720925679 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09731 FILM NUMBER: 14870576 BUSINESS ADDRESS: STREET 1: 25 SAWYER PASSWAY CITY: FITCHBURG STATE: MA ZIP: 01420 BUSINESS PHONE: 978-345-5000 MAIL ADDRESS: STREET 1: 25 SAWYER PASSWAY CITY: FITCHBURG STATE: MA ZIP: 01420 8-K 1 a201405228kannualmeetingre.htm 8-K 2014 05 22 8K Annual Meeting Results



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): May 22, 2014


Arrhythmia Research Technology, Inc.
(Exact name of registrant as specified in its charter)


Delaware
(State or other jurisdiction of Incorporation or organization)
1-9731
(Commission File Number)
72-0925679
(I.R.S. Employer Identification Number)

25 Sawyer Passway
Fitchburg, MA 01420
(Address of principal executive offices and zip code)

(978) 345-5000
(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 (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.
On May 22, 2014, Arrhythmia Research Technology, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”). The matters voted upon were: (1) the re-election of Mr. Jason R. Chambers as a Class I director (term expiring at the 2017 annual meeting), (2) the ratification of the non-binding advisory vote on executive compensation ("say-on-pay"), (3) the ratification of the appointment of Wolf and Company, P.C. as the Company's independent registered public accounting firm, and (4) the ratification to authorize the Board of Directors to adjourn the Annual Meeting to a later date or dates, if necessary, to allow time for further solicitation of proxies, in the event there are insufficient votes present in person or represented by proxy at the Annual Meeting to approve the proposals.

(1) Mr. Chambers was re-elected as a Class I director. The results of the voting were as follows:
Nominees
Votes For
Votes Withheld
Broker Non-Votes
Mr. Jason R. Chambers
1,122,635

31,854

1,360,582

(2) To approve the non-binding advisory vote on executive compensation ("say-on-pay").The results of the voting were as follows:
Votes For
Votes Against
Abstain
Broker Non-Votes
1,123,750
14,398
16,341
1,360,582
(3) The proposal to ratify the appointment of Wolf and Company, P.C. as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2014 was approved. The results of the voting were as follows:
Votes For
Votes Against
Abstain
Broker Non-Votes
2,501,633
5,329
8,109
—
(4) To consider and vote on a proposal to authorize the Board of Directors to adjourn the Annual Meeting to a later date or dates, if necessary, to allow time for further solicitation of proxies, in the event there are insufficient votes present in person or represented by proxy at the Annual Meeting to approve the proposals. The results of the voting were as follows.
Votes For
Votes Against
Abstain
Broker Non-Votes
2,406,024
91,054
17,993
—

SIGNATURE
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, thereunto duly authorized, in the City of Fitchburg, Commonwealth of Massachusetts, on the 27th day of May, 2014.
ARRHYTHMIA RESEARCH TECHNOLOGY, INC.

By: /s/ Derek T. Welch
Derek T. Welch
Corporate Controller and
Principal Financial and Accounting Officer