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
June 13, 2013
Date of Report
(Date of earliest event reported)
TOFUTTI BRANDS INC.
(Exact name of registrant as specified in its charter)
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Delaware
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1-9009
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13-3094658
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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50 Jackson Drive Cranford, New Jersey 07016
(Address of principal executive offices and zip code)
(908)272-2400
(Registrant’s telephone number, including area code)
Not Applicable
(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 (see General Instruction A.2. below):
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*
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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*
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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*
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
At the Registrant’s Annual Meeting of Shareholders held on June 13, 2013, the shareholders of the Registrant entitled to vote at the meeting voted to (i) elect the eight individuals named below to serve as directors of the Registrant to hold office until the Annual Meeting of Shareholders to be held in 2014 and until their successors have been duly elected and qualified, (ii) approve, by non-binding advisory vote, the Registrant’s Say on Pay Vote, (iii) approve three years as the Registrant’s Say When on Pay Vote and (iv) ratify the appointment of EisnerAmper LLP as the Registrant’s independent registered public accounting firm for the fiscal year ending December 31,
2013.
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1.
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The votes cast by shareholders with respect to the election of directors were as follows.
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For
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Withheld
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Broker
Non-Votes
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% Votes For
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David Mintz
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3,477,804
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368,545
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1,323,579
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61.52
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Neal Axelrod
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3,482,572
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363,777
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1,323,579
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61.60
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Joseph Fischer
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3,705,267
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141,082
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1,323,579
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65.54
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Aaron Forem
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3,479,339
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367,010
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1,323,579
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61.54
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Philip Gotthelf
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3,484,339
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362,010
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1,323,579
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61.63
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Scott Korman
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3,484,573
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361,776
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1,323,579
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61.64
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Reuben Rapoport
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3,477,738
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368,611
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1,323,579
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61.52
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Franklyn Snitow
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3,479,338
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367,011
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1,323,579
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61.54
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2.
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The votes cast by shareholders with respect to the non-binding advisory vote approving named executive officer compensation were as follows:
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For
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Withheld
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Abstain
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Broker
Non-Votes
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3,673,521
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144,870
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27,958
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1,323,579
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3.
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The votes cast by shareholders with respect to non-binding advisory vote approving the frequency of future advisory votes on the resolution approving named executive officer compensation were as follows:
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One Year
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Two Years
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Three Years
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Abstain
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Broker
Non-Votes
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300,082
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71,966
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3,450,530
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23,771
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1,323,579
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4.
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The votes cast by shareholders with respect the ratification of the selection of EisnerAmper LLP as the Registrant’s independent registered public accounting firm for the fiscal year ending December 28, 2013 were as follows.
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For
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Withheld
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Abstain
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Broker
Non-Votes
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5,027,085
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68,332
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74,511
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0
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SIGNATURE
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 thereunto duly authorized.
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Date: June 14, 2013
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TOFUTTI BRANDS INC.
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(Registrant)
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By: /s/Steven Kass
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Steven Kass
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Chief Financial Officer
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