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 14, 2016
LIPOCINE INC.
(Exact name of registrant as specified in its charter)
Commission File No. 001-36357
| Delaware | 99-0370688 | |
| (State or other jurisdiction of incorporation) | (IRS Employer Identification Number) | |
675 Arapeen Drive, Suite 202
Salt Lake City, Utah 84108
(Address of principal executive offices)(Zip Code)
Registrant’s telephone number, including area code: (801) 994-7383
Former name or former address, if changed since last report: Not Applicable
______________________
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
On June 14, 2016, the Company held its annual general meeting of shareholders, at which time the following items were voted upon:
| (1) | Election of Directors. The Company’s shareholders elected for a one-year term five persons nominated for election as directors. The following table sets forth the vote of the shareholders at the meeting with respect to the election of directors: |
| Nominee | For | Withheld |
Broker Non-Vote | |||
| Dr. Mahesh V. Patel | 7,586,488 | 2,539,858 | 4,979,799 | |||
| Dr. Stephen A Hill | 7,660,399 | 2,465,947 | 4,979,799 | |||
| Jeffrey A. Fink | 8,093,782 | 2,032,564 | 4,979,799 | |||
| John W. Higuchi | 7,651,300 | 2,475,046 | 4,979,799 | |||
| Dr. Richard Dana Ono | 7,660,399 | 2,465,947 | 4,979,799 |
There were no abstentions with respect to the election of directors.
| (2) | Approval of an Amendment and Restatement of the Amended and Restated 2014 Stock and Incentive Plan. The Company’s shareholders voted upon the approval for an amendment and restatement of our Amended and Restated 2014 Stock and Incentive Plan to increase the authorized number of shares of common stock of the Company issuable under all awards granted under such plan from 1,271,906 to 2,471,906. The following table sets forth the vote of the shareholders at the meeting with respect to the approval of an amendment and restatement of the Amended and Restated 2014 Stock and Incentive Plan: |
| For | Against | Abstain |
Broker Non-Vote | |||
| 6,788,120 | 3,312,623 | 25,603 | 4,979,799 |
| (3) | Ratification of Appointment of Independent Registered Public Accounting Firm. The Company’s shareholders voted upon and ratified the appointment of KPMG LLP as the Company’s independent registered public accountants for the fiscal year ending December 31, 2016. The following table sets forth the vote of the shareholders at the meeting with respect to the appointment of KPMG LLP: |
| For | Against | Abstain | ||
| 14,917,899 | 3,879 | 184,367 |
There were no broker non-votes in the ratification of appointment of KPMG LLP as the Company’s independent registered public accountants for the fiscal year ending December 31, 2016.
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.
| LIPOCINE INC. | ||||
| Date: | June 15, 2016 | By: | /s/ Mahesh V. Patel | |
| Mahesh V. Patel | ||||
| President and Chief Executive Officer | ||||