UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
20549
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF
THE
SECURITIES EXCHANGE ACT OF 1934
July 16, 2013 | 000-52641 |
Date of Report (Date of earliest event reported) | Commission File Number |
INFRASTRUCTURE MATERIALS
CORP.
(Exact name of registrant as specified in its
charter)
Delaware | 98-0492752 |
(State or other jurisdiction of incorporation or | (I.R.S. Employer Identification Number) |
organization) |
1135 Terminal Way, Suite 207B
Reno, NV 89502
USA
(Address of Principal Executive Offices) (Zip Code)
775-322-4448
(Registrants telephone
number, including area code)
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))
Explanatory Note
This Form 8-K/A is being filed as an amendment (Amendment No. 1) to a Report on Form 8-K filed by Infrastructure Materials Corp. (the Company) with the Securities and Exchange Commission on July 22, 2013 (the Original Filing). The sole purpose of this Amendment No. 1 is to disclose the Companys decision regarding how frequently it will conduct shareholder advisory votes on executive compensation (say-on-pay). No other changes have been made to the Original Filing.
Item 5.07 Submissions of Matters to a Vote of Security Holders
On July 16, 2013, at the Companys 2013 Annual Meeting of Shareholders (the Meeting), the Companys shareholders voted on, among other matters, a proposal regarding the frequency of future shareholder advisory votes on the compensation of the Companys named executive officers or future say-on-pay votes. As previously reported by the Company in the Original Filing, a majority of the votes cast on the frequency proposal were cast in favor of holding say-on-pay votes every three years, which was also the frequency recommended to the shareholders by the Companys Board of Directors.
Consistent with the shareholder voting results, the Companys Board of Directors has decided that the Company will include a say-on-pay proposal in its proxy materials every three years until the next vote on the frequency of shareholder advisory votes on the compensation of executives or until the Board of Directors otherwise determines that a different frequency for such advisory votes is in the best interest of the shareholders. The next advisory vote on the frequency of future say-on-pay proposals will occur no later than 2019.
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.
INFRASTRUCTURE MATERIALS CORP. | ||
January 10, 2014 | /s/ Jeanette Durbin | |
Name: | Jeanette Durbin | |
Title: | Secretary |
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