0001019687-15-003398.txt : 20150908 0001019687-15-003398.hdr.sgml : 20150907 20150908161508 ACCESSION NUMBER: 0001019687-15-003398 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150903 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20150908 DATE AS OF CHANGE: 20150908 FILER: COMPANY DATA: COMPANY CONFORMED NAME: E DIGITAL CORP CENTRAL INDEX KEY: 0000886328 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 330591385 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-20734 FILM NUMBER: 151097003 BUSINESS ADDRESS: STREET 1: 16870 WEST BERNARDO DR. #120 CITY: SAN DIEGO STATE: CA ZIP: 92127 BUSINESS PHONE: 858-304-3016 MAIL ADDRESS: STREET 1: 16870 WEST BERNARDO DR. #120 CITY: SAN DIEGO STATE: CA ZIP: 92127 FORMER COMPANY: FORMER CONFORMED NAME: NORRIS COMMUNICATIONS CORP DATE OF NAME CHANGE: 19940711 8-K 1 edigital_8k-090315.htm E.DIGITAL CORPORATION

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 3, 2015

 

E.DIGITAL CORPORATION
(Exact name of registrant as specified in charter)

 

Delaware
(State or other jurisdiction of incorporation)

 

0-20734
(Commission File Number)

 

33-0591385
(IRS Employer Identification No.)

 

 

16870 West Bernardo Drive, Suite 120
San Diego, California 92127
(Address of principal executive offices)

 

(858) 304-3016
(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.

 

(a)        On September 3, 2015, the Company held its annual meeting of stockholders.

 

(b)        The proposals submitted to a vote of the Company’s stockholders at the annual meeting are more fully described in the Company’s proxy statement filed with the Securities and Exchange Commission on July 21, 2015 and delivered to the Company’s stockholders entitled to notice of and to vote at the annual meeting. The following items of business were voted upon by stockholders at the annual meeting:

 

1.The following directors, receiving a plurality of the votes cast, were elected to serve for the ensuing year and until their successors are elected. The voting results for each director was as follows:

 

  Name    For   Against or Withheld   Broker Non-Votes 
  Alfred H. Falk     45,885,165    43,364,842    161,371,205 
  Allen Cocumelli     59,823,415    29,426,592    161,371,205 
  Renee Warden     39,913,006    49,337,001    161,371,205 
  Eric M. Polis     40,686,841    48,563,166    161,371,205 

 

  2. The stockholders voted to ratify the selection of Singer Lewak LLP as the independent registered public accounting firm for the Company for the fiscal year ending March 31, 2016. The tabulation of votes was as follows:

 

  For   Against   Abstain     
 193,674,426    46,813,749    10,133,037     

 

3.The stockholders did not vote to approve, on an advisory basis, the compensation of the Company’s named executive officers as disclosed in the “Executive Compensation” section of the proxy statement. The results of the voting were as follows:

 

  For   Against   Abstain   Broker Non-Votes 
 31,843,676    55,971,489    1,434,842    161,371,205 

 

4.The stockholders did not vote to approve the e.Digital Corporation 2015 Equity-Based Compensation Plan. The results of the voting were as follows:

 

  For   Against   Abstain     
 35,694,710    52,418,476    1,136,821     

 

 

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.

 



Date: September 8, 2015		   e.DIGITAL CORPORATION

By: /s/ ALFRED H. FALK
——————————————
Alfred H. Falk, President and Chief Executive Officer
(Principal Executive Officer and duly authorized to sign on behalf of the Registrant)