UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
June 8, 2011
Date of Report (date of earliest event reported)
Date of Report (date of earliest event reported)
PCTEL, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 000-27115 | 77-0364943 | ||
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
471 Brighton Drive
Bloomingdale, Illinois 60108
(Address of Principal Executive Offices, including Zip Code)
Bloomingdale, Illinois 60108
(Address of Principal Executive Offices, including Zip Code)
(630) 372-6800
(Registrant’s telephone number, including area code)
(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):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12(b))
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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 8, 2011 PCTEL, Inc. (PCTEL) held its Annual Meeting of Shareholders at which a quorum was
present. The table below sets forth the number of votes cast for and against, as well as the
number of abstentions and broker non-votes, for each matter voted at that meeting, as certified by
the independent inspector of elections.
| ABSTAIN, WITHHELD AND | ||||||||||||
| FOR | AGAINST | BROKER NON-VOTES | ||||||||||
1.
|
Election of Directors | |||||||||||
| Steven D. Levy | 12,098,223 | * | 837,323 | |||||||||
| Giacomo Marini | 12,072,104 | * | 863,442 | |||||||||
| Martin H. Singer | 12,093,817 | * | 841,729 | |||||||||
2.
|
Advisory approval of the Company’s Executive Compensation Plan | 12,729,715 | 187, 924 | 17,907 | ||||||||
| 1 YEAR | 2 Years | 3 Years | ||||||||||||
3.
|
Advisory vote on the frequency of future advisory votes on executive compensation | 11,420,455 | 7,621 | 1,409,595 | ||||||||||
| ABSTAIN, WITHHELD AND | ||||||||||||||
| FOR | AGAINST | BROKER NON-VOTES | ||||||||||||
4.
|
Ratification Grant Thornton LLP as Independent registered Public Accounting Firm | 15,403,982 | 12,701 | 12,437 | ||||||||||
| * | Not applicable |
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: June 13, 2011
| PCTEL, INC. |
||||
| By: | /s/ John W. Schoen | |||
| John W. Schoen, Chief Financial Officer | ||||