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): February 11, 2016


DS HEALTHCARE GROUP, INC.

(Exact name of registrant as specified in its charter)

______________


Florida

     

000-53680

     

20-8380461

(State or Other Jurisdiction
of Incorporation or Organization)

 

(Commission
File Number)

 

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


1601 Green Road, Pompano Beach, Florida 33064

(Address of Principal Executive Office) (Zip Code)


(888) 404-7770

(Registrant’s telephone number, including area code)


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:


¨

 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 2015 annual meeting of shareholders (the “Annual Meeting”) of DS Healthcare Group, Inc. (the “Company”) was held on Thursday, February 11, 2016 at its principal executive office located at 1601 Green Road, Pompano Beach, Florida. Shareholders of record at the close of business on January 7, 2016 were entitled to one vote for each share of common stock held. On January 7, 2016, there were 22,556,765 shares of common stock issued and outstanding.  At the Annual Meeting, the shareholders of the Company voted on the following proposals, each as more fully described in the Company’s definitive proxy statement filed with the United States Securities and Exchange Commission on January 8, 2016:


1. To elect four members of the Board of Directors of the Company (the “Board”) to serve until the next annual meeting of shareholders. Each nominee for director was elected by a vote of the shareholders as follows:

 

 

 

 

 

 

 

Proposal No. 1: Election of Directors

 

Vote Type

 

Voted

 

Daniel Khesin

 

For

 

 

3,468,793

 

 

 

Against

 

 

24,827

 

 

 

Broker Non-Votes

 

 

10,130,823

 

 

 

 

 

 

 

 

Michael Pope

 

For

 

 

3,493,569

 

 

 

Against

 

 

51

 

 

 

Broker Non-Votes

 

 

10,130,823

 

 

 

 

 

 

 

 

Dianne Rosenfeld

 

For

 

 

3,493,082

 

 

 

Against

 

 

538

 

 

 

Broker Non-Votes

 

 

10,130,823

 

 

 

 

 

 

 

 

Karl Sweis

 

For

 

 

3,493,470

 

 

 

Against

 

 

150

 

 

 

Broker Non-Votes

 

 

10,130,823

 


2. To ratify the appointment of Marcum LLP, an independent registered public accounting firm, to serve as the Company’s independent auditors for fiscal year ending December 31, 2015. The proposal was approved by a vote of shareholders as follows:

 

 

 

 

 

 

 

Proposal No. 2: Ratification of Appointment of Marcum LLP

 

Vote Type

 

Voted

 

 

 

For

 

 

13,612,996

 

 

 

Against

 

 

4,219

 

 

 

Abstention

 

 

7,228

 








 


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.

 

DS HEALTHCARE GROUP, INC.

 

 

 

 

 

Date:  February 18, 2016

By:

/s/ Renee Barch-Niles

 

 

 

Renee Barch-Niles

 

 

 

Chief Executive Officer