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: June 3, 2015
Professional Diversity Network, Inc.
(Exact Name of Registrant as specified in its charter)
|
Delaware
|
001-35824
|
80-0900177
|
|
(State or other
|
(Commission File No.)
|
(IRS Employer
|
|
jurisdiction of
|
Identification Number)
|
|
|
incorporation or
|
||
|
organization)
|
801 W. Adams Street, Suite 600
Chicago, Illinois 60607
(312) 614-0950
(Address, including zip code, and telephone number
including area code of Registrant’s
principal executive offices)
Not Applicable
(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 (see General Instruction A.2. below):
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
The following are the voting results on each matter submitted to the stockholders of Professional Diversity Network, Inc. (the “Company”) at its Annual Meeting of Stockholders held on June 3, 2015.
Proposal 1: The Company’s stockholders elected the following nine nominees as directors, to serve until the next Annual Meeting of Stockholders and until their respective successors are duly elected and qualified, by the following vote:
|
Name
|
For
|
Withheld
|
Broker Non-Votes
|
|
James Kirsch
|
11,694,523
|
31,083
|
613,962
|
|
Donna Brazile
|
11,400,423
|
325,183
|
613,962
|
|
Star Jones
|
11,694,523
|
31,083
|
613,962
|
|
Daniel Marovitz
|
6,287,052
|
5,438,554
|
613,962
|
|
Stephen Pemberton
|
11,398,026
|
327,580
|
613,962
|
|
Matthew Proman
|
11,400,423
|
325,183
|
613,962
|
|
Barry Feierstein
|
11,692,127
|
33,479
|
613,962
|
|
Andrea Sáenz
|
11,400,423
|
325,183
|
613,962
|
|
Randi Zuckerberg
|
11,400,423
|
325,183
|
613,962
|
Proposal 2: The Company’s stockholders voted to approve an amendment to the Professional Diversity Network, Inc. 2013 Equity Compensation Plan to increase the number of shares reserved for issuance thereunder from 500,000 to 1,800,000 by the following vote:
|
For
|
Against
|
Abstentions
|
Broker Non-Votes
|
|
6,271,151
|
5,130,272
|
324,183
|
613,962
|
Proposal 3: The Company’s stockholders voted to ratify the appointment of Marcum LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2015 by the following vote:
|
For
|
Against
|
Abstentions
|
|
12,291,780
|
0
|
47,788
|
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.
|
PROFESSIONAL DIVERSITY NETWORK, INC.
|
||||||
|
Date: June 4, 2015
|
By:
|
/s/ David Mecklenburger
|
||||
|
David Mecklenburger
|
||||||
|
Chief Financial Officer
|
||||||