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): June 3, 2014

 

 

MRI INTERVENTIONS, INC.

(Exact name of registrant as specified in its charter)

 

 

Delaware

000-54575

58-2394628

(State or Other Jurisdiction of

Incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

     

One Commerce Square, Suite 2550

Memphis, Tennessee

 

38103

(Address of principal executive offices)

 

(Zip Code)

 

 

(901) 522-9300

 
 

(Registrant's telephone number, including area code)

 

(Former name or former address, if changed since last report)

 

 

 

Check the appropriate box 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))

  

 
 

 

 

Item 5.07.

Submission of Matters to a Vote of Security Holders.

 

The annual meeting of the stockholders of MRI Interventions, Inc. (the “Company”) was held on June 3, 2014 (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders considered and voted on the following proposals:

 

 

(1)

The election of nine directors to serve until the 2015 annual meeting of stockholders; and

 

 

(2)

The ratification of the appointment of Cherry Bekaert LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2014.

 

The final voting results for each proposal are described below. For beneficial owners holding the Company’s common stock at a bank or broker institution, a “broker non-vote” occurred if the owner failed to give voting instructions, and the bank or broker was otherwise restricted from voting on the owner’s behalf.

 

1.

Election of Directors. The following named persons were elected as directors of the Company to serve until the 2015 annual meeting of stockholders or until their successors have been duly elected and qualified or until their earlier death, resignation, disqualification or removal. The votes were cast as follows:

 

 Nominee

  

 For

 

 Withheld

 

 Broker Non-Votes

 Kimble L. Jenkins

 

 22,011,162

 

 4,113,711

 

 18,989,350

 Charles E. Koob

 

 21,398,161

 

 4,726,712

 

 18,989,350

 Michael A. Pietrangelo

 

 21,398,161

 

 4,726,712

 

 18,989,350

 Philip A. Pizzo

 

 25,991,296

 

 133,577

 

 18,989,350

 Timothy T. Richards

 

 25,988,961

 

 135,912

 

 18,989,350

 Andrew K. Rooke

 

 25,990,961

 

 133,912

 

 18,989,350

 Michael J. Ryan

 

 21,496,161

 

 4,628,712

 

 18,989,350

 Maria Sainz

 

 25,890,961

 

 233,912

 

 18,989,350

 John N. Spencer, Jr.

 

 21,496,161

 

 4,628,712

 

 18,989,350

 

 

 

2.

Ratification of Independent Registered Public Accounting Firm. The stockholders ratified the appointment of Cherry Bekaert LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2014. The votes were cast as follows:

 

For

 

Against

 

Abstain

44,780,238

 

234,086

 

99,899

  

 
 

 

 

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.

 

 

MRI Interventions, Inc.

 

 

 

 

 

 

 

 

 

 

By:

 /s/ Oscar Thomas

 

 

 

 Oscar Thomas

 

 

 

Vice President, Business Affairs

 

 

Date: June 5, 2014