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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): June 20,
2019
AMERICAN BIO MEDICA CORPORATION
(Exact
name of registrant as specified in its charter)
New
York
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0-28666
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14-1702188
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS
Employer Identification Number)
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122 Smith Road, Kinderhook,
NY
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12106
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(Address of principal executive
offices)
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(Zip Code)
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Registrant’s
telephone number, including area code: 518-758-8158
Not applicable
(Former name or former address, if changed since 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))
Securities
registered pursuant to Section 12(b) of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common
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ABMC
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Over-the-counter-Pink Sheets
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Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this
chapter).
Emerging
growth company ☐
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange
Act.
Item 5.07
Submission of Matters to a Vote of Security Holders
At the
Annual Meeting of the Shareholders of the Company held on June 20,
2019 (the “Annual Meeting”), at the Company’s
corporate offices in Kinderhook, New York, the following matters
were voted upon.
PROPOSAL
NUMBER 1 – ELECTION OF DIRECTORS
Total Shares in Attendance:
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26,157,801
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Total Shares Outstanding (as of April 23, 2019):
32,518,361
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Percent of Shares Voted:
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80.44%
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Director
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For
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Percent
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Withheld
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Percent
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Broker Non-Votes
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Chaim Davis
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12,301,569
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71.20
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4,975,562
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28.80
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7,479,350*
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*In
addition, there were 1,401,320 common shares that were
“uncast” for Proposal Number 1.
PROPOSAL
NUMBER 2 – RATIFICATION OF AUDITORS
Total Shares in Attendance:
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26,157,801
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Total Shares Outstanding (as of April 23, 2019):
32,518,361
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Percent of Shares Voted:
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80.44%
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For
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Percent
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Against
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Percent
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Abstain
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Percent
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Broker Non-Votes
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25,666,422
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98.12
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148,202
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0.57
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343,177
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1.31%
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0
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PROPOSAL
NUMBER 3 - NON-BINDING ADVISORY RESOLUTION REGARDING THE
COMPENSATION OF THE COMPANY’S NAMED EXECUTIVE
OFFICER.
Total Shares in Attendance:
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26,157,801
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Total Shares Outstanding (as of April 23, 2019):
32,518,361
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Percent of Shares Voted:
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80.44%
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For
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Percent
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Against
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Percent
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Abstain
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Percent
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Broker Non-Votes
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13,681,018
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73.24
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4,924,864
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26.37
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72,569
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0.39
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7,479,350
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A
description of the proposals can be found in the Company’s
definitive proxy statement for the Annual Meeting filed with the
U.S. Securities and Exchange Commission on April 26,
2019.
The
nominee for election to the Board of Directors was elected for a
three-year term ending in 2022, or until their successor(s) is/are
elected and duly qualified. In addition to the directors elected at
the Annual Meeting, Jean Neff, Diane Generous, Peter Jerome and
Melissa Waterhouse continued their terms of office after the Annual
Meeting.
There
were no other matters voted upon at the Annual Meeting other than
the Proposals noted above.
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.
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AMERICAN BIO MEDICA
CORPORATION (Registrant)
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Dated:
June 21, 2019 |
By:
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/s/ Melissa A.
Waterhouse
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Melissa
A. Waterhouse |
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Chief Executive
Officer (Principal Executive Officer)
Principal Financial
Officer
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