UNITED STATES
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
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Date of report (Date of earliest event reported)
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November 10, 2011
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HI-TECH PHARMACAL CO., INC.
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(Exact Name of Registrant as Specified in Its Charter)
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Delaware
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(State or Other Jurisdiction of Incorporation)
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No. 0-20424
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11-2638720
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(Commission File Number)
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(IRS Employer Identification No.)
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369 Bayview Avenue, Amityville, New York
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11701
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(Address of Principal Executive Offices)
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(Zip Code)
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(631) 789-8228
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(Registrant’s Telephone Number, Including Area Code)
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(Former Name or Former Address, if Changed Since Last Report)
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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)
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 5.07SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
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1.
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At the 2011 annual meeting of shareholders of Hi-Tech Pharmacal Co., Inc. (the “Company”) held on November 9, 2011 (“2011 Annual Meeting”), the shareholders elected the following individuals as directors of the Company until the Company’s 2012 annual meeting of shareholders as follows:
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For
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Withheld
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Broker Non-Votes
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David Seltzer
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8,988,281
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320,496
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2,106,367
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Reuben Seltzer
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8,986,435
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322,342
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2,106,367
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Martin M. Goldwyn
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8,168,028
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1,140,749
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2,106,367
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Yashar Hirshaut, M.D.
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8,955,141
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353,636
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2,106,367
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Jack van Hulst
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9,001,197
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307,580
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2,106,367
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Anthony J. Puglisi
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9,178,822
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129,955
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2,106,367
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Bruce W. Simpson
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8,160,405
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1,148,372
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2,106,367
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2.
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At the 2011 Annual Meeting, the Company’s shareholders approved the amendment of the Company’s 2009 Stock Option Plan to increase by 400,000 the number of shares of Common Stock reserved for issuance thereunder as follows:
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For
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Against
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Abstain
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Broker Non-Votes
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6,195,645
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2,557,405
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555,727
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2,106,367
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3.
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At the 2011 Annual Meeting, the Company’s shareholders approved the amendment of the Company’s 1994 Directors Stock Option Plan to increase by 100,000 the number of shares of Common Stock reserved for issuance thereunder as follows:
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For
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Against
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Abstain
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Broker Non-Votes
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5,288,379
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3,084,040
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936,358
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2,106,367
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4.
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At the 2011 Annual Meeting, the Company’s shareholders ratified the appointment of EisnerAmper LLP as the Company’s independent auditors for the fiscal year ending April 30, 2012 as follows:
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For
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Against
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Abstain
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11,324,774
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78,565
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11,805
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2
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5.
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At the 2011 Annual Meeting, the Company’s shareholders approved, on a non-binding advisory basis, the compensation paid to the Company’s named executive officers, as described in the Company’s proxy statement as follows:
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For
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Against
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Abstain
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Broker Non-Votes
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6,406,590
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2,333,087
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569,100
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2,106,367
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6.
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At the 2011 Annual Meeting, the Company’s shareholders voted, on a non-binding basis, on the frequency of future advisory votes on executive compensation and approved the frequency of one year as follows:
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1 Year
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2 Years
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3 Years
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Abstain
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Broker Non-Votes
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8,016,506
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17,638
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617,887
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656,746
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2,106,367
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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.
| HI-TECH PHARMACAL CO., INC. | |||
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Date: November 10, 2011
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/s/ David Seltzer | ||
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Name: David Seltzer
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| Title: President and Chief Executive Officer | |||
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