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): July 20, 2012
WORDLOGIC CORPORATION
(Exact Name of Registrant as Specified in Charter)
Nevada | 000-32865 | 88-0422023 |
(State or other jurisdiction | (Commission File Number) | (IRS Employer |
of Incorporation) |
| Identification Number) |
1130 West Pender Street, Suite 230
Vancouver, British Columbia, Canada V6E 4A4
(Address of principal executive offices)
(604) 257-3660
(Registrants telephone number)
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))
WORDLOGIC CORPORATION
Form 8-K
Current Report
Item 5.07
Submission of Matters to a Vote of Security Holders
On July 20, 2012, the Company held its annual meeting of shareholders. The shareholders were asked to vote on the seven (7) proposals below, which were described in detail in the Companys Definitive Proxy Statement filed with the Securities and Exchange Commission on June 25, 2012. The final voting results for each proposal are set forth below.
PROPOSAL 1: Election of Directors. Each of the two nominees for director received the plurality of votes for re-election. The vote tabulations are as follows:
Vote | For | % Voted For | Withheld | % Voted Withheld |
Franklin Evanshen | 28,976,878 | 80.54% | 7,002,257 | 19.46% |
T. Allen Rose | 33,420,123 | 92.89% | 2,559,012 | 7.11% |
PROPOSAL 2: Confirmation and Ratification of Executive Officers. Shareholders voted in favor of the ratification of the Executive Officers. The vote tabulation was as follows:
Vote | For | Against | Abstain | Broker Non-Votes |
Number of Shares Voted | 23,426,690 | 6,253,805 | 6,298,640 | 15,911,694 |
% of Voted | 65.11% | 17.38% | 17.50% | - |
PROPOSAL 3: Ratification of Appointment of M&K CPAS, PLLC (M&K), as the Companys independent auditor for the year ended December 31, 2012. Shareholders voted in favor of the ratification of M&K. The vote tabulation was as follows:
Vote | For | Against | Abstain | Broker Non-Votes |
Number of Shares Voted | 50,287,792 | 1,364,039 | 238,998 | - |
% of Voted | 96.91% | 2.62% | 0.46% | - |
PROPOSAL 4: Approval of the increase in the number of authorized shares of Common Stock from one hundred million (100,000,000) to two hundred fifty million (250,000,000) shares. Shareholders voted in favor of the increase in authorized Common Stock. The vote tabulation was as follows:
Vote | For | Against | Abstain | Broker Non-Votes |
Number of Shares Voted | 31,357,327 | 20,533,499 | 3 | - |
% of Voted | 60.42% | 39.57% | 0.00% | - |
PROPOSAL 5: Approval of the authorization of fifty million (50,000,000) Preferred Shares for issuance, with twenty five million (25,000,000) of the Preferred Shares to be designated as Class A Preferred Shares. Shareholders voted against the authorization of Preferred Shares. The vote tabulation was as follows:
Vote | For | Against | Abstain | Broker Non-Votes |
Number of Shares Voted | 17,840,961 | 12,068,338 | 6,069,836 | 15,911,694 |
% of Voted | 49.58% | 33.54% | 16.87% | - |
PROPOSAL 6: Approval of the Amended and Restated Articles of Incorporation (the Amended and Restated Articles). Shareholders voted in favor of the Amended and Restated Articles. The vote tabulation was as follows:
Vote | For | Against | Abstain | Broker Non-Votes |
Number of Shares Voted | 25,496,326 | 10,254,793 | 288,016 | 15,911,694 |
% of Voted | 70.86% | 28.50% | 0.63% | - |
PROPOSAL 7: Adoption of the Companys 2012 Equity Incentive Plan (Plan). Shareholders voted in favor of the Plan. The vote tabulation was as follows:
Vote | For | Against | Abstain | Broker Non-Votes |
Number of Shares Voted | 29,249,586 | 6,708,489 | 21,060 | 15,911,694 |
% of Voted | 81.29% | 18.64% | 0.05% | - |
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.
Dated: July 25, 2012 | WORDLOGIC CORPORATION |
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| By: /s/ Franklin Evanshen |
| Franklin Evanshen President, Chief Executive Officer, Director |