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 22, 2014

INTEGRITY APPLICATIONS, INC.
(Exact Name of Registrant as Specified in Its Charter)

Delaware
 
0-54785
 
98-0668934
(State or Other Jurisdiction of Incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)
 
102 Ha’Avoda Street, P.O. Box 432, Ashkelon, Israel L3 7810301
(Address of Principal Executive Office)

Registrant’s telephone number, including area code 972 (8) 675-7878

N/A 

(Former Name or Former Address, if Changed Since Last Report)
 
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 July 22, 2014, Integrity Applications, Inc., a Delaware corporation (the “Company”), reconvened its 2014 Annual Meeting of Stockholders (the “Meeting”).  The Meeting was initially called to order on July 8, 2014 and adjourned until July 22, 2014 due to the lack of requisite quorum.  At the Meeting, the Company’s stockholders voted on proposals to: (1) elect Zvi Cohen, Dr. Robert Fischell, Avner Gal and David Malka to the board of directors of the Company, each to serve for a one year term expiring at the Company’s 2015 Annual Meeting of Stockholders; and (2) ratify the appointment of Fahn Kanne & Co. Grant Thornton Israel as the Company’s independent registered public accounting firm for the 2014 fiscal year.  The final voting results for each of these proposals are as follows:
 
Proposal 1
 
The Company’s stockholders voted in favor of the election of the following director nominees, each to serve for a one year term expiring at the Company’s 2015 Annual Meeting of Stockholders.
 
   
Votes “For”
   
Votes Withheld
   
Broker Non-Votes
 
Zvi Cohen
    3,127,889       -       181,002  
Dr. Robert Fischell
    3,127,889       -       181,002  
Avner Gal
    3,127,889       -       181,002  
David Malka
    3,127,889       -       181,002  

Proposal 2
 
The Company’s stockholders voted in favor of ratification of the appointment of Fahn Kanne & Co. Grant Thornton Israel as the Company’s independent registered public accounting firm for the 2014 fiscal year.
 
Votes “For”
   
Votes “Against”
   
Abstentions
   
Broker Non-Votes
 
  3,300,891       8,000       --       --  

 
 

 
 
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.
 
 
INTEGRITY APPLICATIONS, INC.
 
       
Date:  July 24, 2014 
By:
/s/ Avner Gal  
    Name: Avner Gal  
    Title:   Chief Executive Officer