UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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) May 15, 2014
QUANTUM FUEL SYSTEMS TECHNOLOGIES WORLDWIDE, INC.
(Exact name of registrant as specified in its charter)
DE | 33-0933072 | |
(State or Other Jurisdiction of Incorporation or Organization) | (I.R.S. Employer Identification No.) | |
(949) 399-4500 (Registrant's 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:
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.07 – Submission of Matters to a Vote of Security Holders
On May 15, 2014, Quantum Fuel Systems Technologies Worldwide, Inc. (the "Company") held its 2014 Annual Meeting of Stockholders (the "Annual Meeting"). A total of 17,312,386 shares of the Company's common stock were present or represented by proxy at the meeting, representing 75.43% of the total shares outstanding as of the March 21, 2014 record date. Based upon the votes reported below, the Company’s stockholders (i) appointed Paul E. Grutzner to serve as a Class I director; (ii) approved an amendment to the Company’s Amended and Restated Certificate of Incorporation increasing the Company’s authorized shares of common stock to 50,000,000; (iii) approved the Company’s issuance of shares of its common stock upon conversion of convertible notes and exercise of warrants; (iv) ratified the appointment of Haskell & White LLP as the Company’s independent auditor for the year ending December 31, 2014; (v) did not approve by the requisite vote an amendment to the Company’s Amended and Restated Certificate of Incorporation to eliminate the staggered board provisions; (vi) approved, on an advisory basis, the compensation of the Company’s named executive officers; and (vii) approved an adjournment of the Annual Meeting if more time was needed to solicit additional proxies in favor of Proposal 2. The final results for the votes regarding each proposal are set forth below.
Proposal 1 – Appointment of Paul E. Grutzner to serve as a Class I director:
FOR | WITHHELD | BROKER NON-VOTES |
7,183,860 | 59,448 | 10,069,078 |
Proposal 2 – An Amendment to the Company’s Amended and Restated Certificate of Incorporation increasing the number of authorized shares of common stock, $0.02 par value, from 37,475,000 to 50,000,000:
FOR | AGAINST | ABSTAIN |
15,791,541 | 1,427,611 | 93,234 |
Proposal 3 – Issuance of shares of common stock upon conversion of the Company’s 2% senior secured convertible promissory notes and the exercise of common stock purchase warrants:
FOR | AGAINST | ABSTAIN | BROKER NON-VOTES |
6,915,748 | 282,131 | 45,429 | 10,069,078 |
Proposal 4 – Ratification of Independent Auditors:
FOR | AGAINST | ABSTAIN |
17,153,655 | 123,869 | 34,862 |
Proposal 5 – An Amendment to the Company’s Amended and Restated Certificate of Incorporation to eliminate the staggered board provisions:
FOR | AGAINST | ABSTAIN | BROKER NON-VOTES |
6,309,491 | 913,827 | 19,990 | 10,069,078 |
Proposal 6 – Compensation of our Named Executive Officers:
FOR | AGAINST | ABSTAIN | BROKER NON-VOTES |
7,015,368 | 194,860 | 33,080 | 10,069,078 |
Proposal 7 – Adjournment:
FOR | AGAINST | ABSTAIN |
15,786,238 | 807,171 | 718,977 |
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.
QUANTUM FUEL SYSTEMS TECHNOLOGIES WORLDWIDE, INC. | |||
May 19, 2014 | By: | /s/ Kenneth R. Lombardo | |
Kenneth R. Lombardo | |||
General Counsel | |||