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):  October 1, 2010
 
______________
 
 
Cytomedix, Inc.
(Exact name of registrant as specified in its charter)
 
______________
 
 
Delaware
01-32518
23-3011702
(State or Other Jurisdiction
(Commission
(I.R.S. Employer
of Incorporation)
File Number)
Identification No.)
 
209 Perry Parkway, Suite 7, Gaithersburg, MD 20877
(Address of Principal Executive Office) (Zip Code)
 
240-499-2680
(Registrant’s telephone number, including area code)
 
N/A
(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:
 
¨ 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))


 
Section 5 – Corporate Governance and Management
 
Item 5.07 
Submission of Matters to a Vote of Security Holders
 
           On October 1, 2010, Cytomedix, Inc. held its annual meeting of the shareholders at its new corporate offices in Gaithersburg, MD.  The shareholders approved the following two proposals:
 
           Proposal 1 – Election of Directors. The shareholders elected James S. Benson, Mark T. McLoughlin, Craig B. Mendelsohn, David E. Jorden, Stephen N. Keith, C. Eric Winzer and Martin P. Rosendale as directors to hold office until the next annual meeting of shareholders and until their successors are duly elected. A summary of votes cast follows below:
 
Nominee
Votes for
Votes Withheld*
     
James S. Benson
16,832,455
69,712
Mark T. McLoughlin
16,831,855
70,312
David E. Jorden
16,856,843
45,324
Stephen N. Keith
16,856,855
45,312
C. Eric Winzer
16,856,843
45,324
Martin P. Rosendale
16,859,855
45,312
Craig Mendelsohn
16,856,843
45,324
___
 
* Pursuant to the terms of the Proxy Statement, proxies received were voted, unless authority was withheld, in favor of the election of the six nominees.
 
Proposal 2 – Ratification of Auditors. Shareholders also voted to ratify the appointment of PricewaterhouseCoopers, LLP as the Company’s independent registered accountant for the fiscal year ending December 31, 2010 with 31,186,685 shares voting for and 127,868 shares voting  against the Proposal.
 
Item 9.01 
Financial Statement and Exhibits
 
 (c)           None.


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.
 

         
Cytomedix, Inc.
   
  
     
 
By:  
/s/ Andrew Maslan
   
Andrew Maslan
Chief Financial Officer
   
 
Date:  October 1, 2010