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):
December 5, 2013
Commission File Number: 0-29923
CUI Global, Inc.
(Name of Small Business Issuer in Its Charter)
| Colorado | 84-1463284 |
| (State or jurisdiction of | (I.R.S. Employer |
| incorporation or organization) | Identification No.) |
| 20050 SW 112th Avenue, Tualatin, Oregon | 97062 |
| (Address of Principal Executive Offices) | (Zip Code) |
(503) 612-2300
(Registrant’s 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 (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 240.1 4d-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.
Our Annual Meeting of Stockholders was held on Thursday, December 5, 2013, at 9:00 a.m. PST in our corporate offices located at 20050 SW 112th Avenue, Tualatin, Oregon 97062) for the following purposes:
| 1. | Election of three directors to hold office until the 2014 Annual Meeting of Stockholders or until their respective successors have been duly elected and qualified; |
| 2. | Ratification of the appointment of Liggett, Vogt & Webb, P.A. as the Company’s Independent Auditor for the year ending December 31, 2013; |
| 3. | Advisory approval of the company’s executive compensation (Say-on-Pay); |
| 4. | Advisory vote on the frequency of a shareholder vote on executive compensation (Say-on-Frequency); |
| 5. | Approve the amended Restated Articles of Incorporation to compile prior amendments into a single document; |
The final vote calculation on each of these items is as follows:
| DIRECTORS | Vote Type | Voted |
| Thomas A. Price | For | 7,415,004 |
| Withheld | 138,218 | |
| Non Votes | 6,789,501 | |
| Uncast | - | |
| Sean P. Rooney | For | 7,417,004 |
| Withheld | 136,218 | |
| Non Votes | 6,789,501 | |
| Uncast | - | |
| Corey A. Lambrecht | For | 7,418,504 |
| Withheld | 134,718 | |
| Non Votes | 6,789,501 | |
| Uncast | - | |
| AUDITOR | For | 13,884,786 |
| Against | 165,829 | |
| Abstain | 292,108 | |
| Non Votes | - | |
| Uncast | - | |
| EXECUTIVE COMPENSATION | For | 7,164,455 |
| Against | 156,405 | |
| Abstain | 232,362 | |
| Non Votes | 6,789,501 | |
| Uncast | - | |
| FREQUENCY OF COMPENSATION | 1 Year | 4,564,466 |
| 2 Years | 296,144 | |
| 3 Years | 2,678,816 | |
| Abstain | 13,796 | |
| Non Votes | 6,789,501 | |
| Uncast | - | |
| ARTICLES OF INCORPORATION | For | 7,327,314 |
| Against | 4,395 | |
| Abstain | 221,513 | |
| Non Votes | 6,789,501 | |
| Uncast | - |
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.
Signed and submitted this 11th day of December 2013.
| CUI Global, Inc. | ||
| By: | /s/ William J. Clough | |
| William J. Clough, CEO/President | ||