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
Date of Report (Date of earliest event reported): July 18, 2013
| Worlds Inc. |
| (Exact name of registrant as specified in its charter) |
| New Jersey | 0-24115 | 22-1848316 |
| (State or other jurisdiction | (Commission | (IRS Employer |
| of incorporation) | File Number) | Identification No.) |
| 11 Royal Road, Brookline, Massachusetts | 02445 |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (617) 725-8900
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):
[ ] 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))
| (1) |
Item 5.07. Submission of Matters to a Vote of Security Holders.
On June 18, 2013, the registrant held an annual meeting for its shareholders. Following is a brief description of the matters presented to the shareholders and the voting results.
| 1. | Thom Kidrin, Bernard Stolar, and Robert Fireman were duly elected directors of the Company. |
The number of votes cast with respect to this matter was as follows:
|
Nominees for Directors |
For | Withheld |
| Thom Kidrin | 35,513,901 | 761,995 |
| Bernard Stolar | 36,249,730 | 25,166 |
| Robert Fireman | 36,252,780 | 22,116 |
| 2. | The proposal to amend the Company’s Certificate of Incorporation to increase its authorized capital to 150,000,000 shares of common stock, par value of $0.001 per share, was approved. |
The number of votes cast with respect to this matter was as follows:
|
FOR 55,784,372 |
AGAINST 3,258,307 |
ABSTAIN 2,530,030 |
| There were no broker held non-voted shares represented at the Meeting with respect to this matter. |
| 3. | The proposal to authorize the Company’s Board of Directors to implement a reverse split of the Company’s outstanding Common Stock, at its discretion, in a ratio ranging from 1:2 to 1:20, was approved. |
The number of votes cast with respect to this matter was as follows:
|
FOR 58,594,656 |
AGAINST 2,153,266 |
ABSTAIN 824,787 |
| There were no broker held non-voted shares represented at the Meeting with respect to this matter. |
| 4. | The proposal to ratify the appointment by the Board of Directors of Bongiovanni & Associates, CPA’s, as independent public accountants for the Company for the current fiscal year was approved. |
The number of votes cast with respect to this matter was as follows:
|
FOR 61,352,615 |
AGAINST 71,147 |
ABSTAIN 147,947 |
There were no broker held non-voted shares represented at the Meeting with respect to this matter.
| 5. | The advisory vote approved executive compensation. |
The number of votes cast with respect to this matter was as follows:
|
FOR 33,360,584 |
AGAINST 2,353,466 |
ABSTAIN 560,846 |
| There were 25,296,813 broker held non-voted shares represented at the Meeting with respect to this matter. |
| 6. | The advisory vote on the frequency of the advisory vote on executive compensation determined annually. |
The number of votes cast with respect to this matter was as follows:
|
ONE YEAR 33,641,211 |
TWO YEARS 3,000 |
THREE YEARS 512,933 |
ABSTAIN 523,800 |
There were no broker held non-voted shares represented at the Meeting with respect to this matter.
| (2) |
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.
| WORLDS INC. | |
| Dated: July 24, 2013 | |
|
By: /s/ Thomas Kidrin Thomas Kidrin, President |