UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): December 10, 2015

 

HYDRA INDUSTRIES ACQUISITION CORP.

(Exact name of registrant as specified in its charter)

 

 

Delaware   001-36689   47-1025534
(State or other jurisdiction 
of incorporation or organization)
  (Commission File Number)   (I.R.S. Employer Identification
Number)

 

 

 250 West 57th Street, Suite 2223

 New York, New York

  10107
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code:  (646) 565-3861

 

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 to 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))

 

 

 

 

Item 5.07.Submission of Matters to a Vote of Security Holders.

 

On December 10, 2015, Hydra Industries Acquisition Corp. (the “Company”) held its 2015 annual meeting of stockholders (the “Meeting”). At the Meeting, stockholders (i) re-elected three directors to serve as Class I directors on the Company’s board of directors (“Board”) until the 2017 annual meeting of stockholders or until their successors are elected and qualified; (ii) ratified the selection by the Board of Marcum LLP to serve as the Company’s independent registered public accounting firm for the year ending December 31, 2015; (iii) approved the compensation of the Company’s named executive officers; and (iv) selected three years as the rate of frequency of holding future stockholder advisory votes on executive compensation.

 

Set forth below are the final voting results for each of the proposals:

 

Proposal No. 1 – Election of directors

 

 Kenneth Shea, Jonathan Miller and Brent Stevens were re-elected to serve as Class I directors. The voting results were as follows:

 

Name   For   Withheld   Broker Non-Votes
Kenneth Shea   6,166,405   2,000   983,942
   Jonathan Miller   6,166,405   2,000   983,942
Brent Stevens   6,166,405   2,000   983,942

 

Proposal No. 2 – Ratification of independent registered public accounting firm

 

The stockholders ratified the selection of Marcum LLP to serve as the Company’s independent registered public accounting firm for the year ending December 31, 2015. The voting results were as follows:

 

For   Against   Abstain
7,150,347   0   2,000

 

Proposal No. 3 – Advisory vote regarding the compensation of named executive officers

 

The stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers. The voting results were as follows:

 

For   Against   Abstain   Broker Non-Votes
6,017,930   148,475   2,000   983,942

 

Proposal No. 4 – Advisory vote regarding the frequency of stockholder advisory votes on executive compensation

 

The stockholders approved, on an advisory basis, a frequency of every three years for holding future stockholder advisory votes on executive compensation. The voting results were as follows:

 

Three Years   Two Years   One Year   Abstain   Broker Non-Votes
3,083,264   0   3,083,141   2,000   983,942

 

The Company has determined, in light of and consistent with the advisory vote of the Company’s stockholders as to the preferred frequency of stockholder advisory votes on executive compensation, to include a stockholder advisory vote on executive compensation in its annual meeting proxy materials every three years.

 

 

 

 

SIGNATURE

 

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.

 

Dated: December 10, 2015    
  HYDRA INDUSTRIES ACQUISITION CORP.  
     
                                                                                                     /s/ Martin E. Schloss  
  Name: Martin E. Schloss  
  Title: Executive Vice President, General   
Counsel and Secretary