UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 28, 2012
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Cytomedix, Inc.
(Exact name of registrant as specified in its charter)
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| 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 September 28, 2012, Cytomedix, Inc. held its annual shareholder meeting at its executive offices in Gaithersburg, Maryland. The shareholders approved the following proposals:
Proposal 1 – Election of Directors. The shareholders elected James S. Benson, Mark T. McLoughlin, C. Eric Winzer, Stephen N. Keith, Martin P. Rosendale, Richard S. Kent, Lyle Hohnke, Joseph Del Guercio and David E. Jorden 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:
| Name | Votes For | % For | Withheld* |
| James S. Benson | 45,933,002 | 99.69% | 144,590 |
| Richard S. Kent | 45,950,502 | 99.72% | 127,090 |
| Martin P. Rosendale | 45,950,502 | 99.72% | 127,090 |
| Mark T. McLoughlin | 45,937,902 | 99.70% | 139,690 |
| Stephen N. Keith | 45,937,902 | 99.70% | 139,690 |
| Lyle Hohnke | 45,806,163 | 99.41% | 271,429 |
| David E. Jorden | 45,089,502 | 97.86% | 988,090 |
| C. Eric Winzer | 45,934,502 | 99.69% | 143,090 |
| Joseph Del Guercio | 44,518,690 | 96.62% | 1,558,902 |
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* Proxies received were voted, unless authority was withheld, in favor of the election of the nominees.
Proposal 2 – Ratification of Auditors. Shareholders also voted to ratify the appointment of Stegman & Company as the Company’s independent registered accountant for the fiscal year ending December 31, 2012 with 70,597,654 shares voting for and 82,810 shares voting against the Proposal.
Item 9.01 Financial Statement and Exhibits
(d) Exhibits.
NA.
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/ Martin P. Rosendale | |
|
Martin P. Rosendale Chief Executive Officer | ||
Date: October 3, 2012