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): December 30, 2016 (December 30, 2016)
One Horizon Group, Inc.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)
| Delaware | 000-10822 | 46-3561419 | ||
(STATE OR OTHER JURISDICTION OF INCORPORATION OR ORGANIZATION) |
(COMMISSION FILE NO.) |
(IRS EMPLOYEE IDENTIFICATION NO.) |
T1-017 Tierney Building, University of Limerick, Limerick, Ireland.
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
+353-61-518477
(ISSUER TELEPHONE NUMBER)
Copies to:
Hunter Taubman Fischer & Li, LLC
1450 Broadway, 26th Floor
New York, NY 10018
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):
| ¨ | 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)) |
Section 5-Corporate Governance and Management
Item 5.07. Submission of Matters to a Vote of Security Holders
On December 30, 2016, we held an annual shareholder meeting for the fiscal year ended December 31, 2015. A total of 14,185,807 shares were voted in person or by proxy, representing 39.61% of the 35,809,348 shares entitled to be voted as of the record date, November 17, 2016.
All of our directors were re-elected at the meeting pursuant to the following votes:
| Name of Directors | Voted For (Shares) | Withheld (Shares) | ||||||
| Brian Collins | 12,013,656 | 40,193 | ||||||
| Martin Ward | 12,013,657 | 40,192 | ||||||
| Nicholas Carpinello | 11,952,864 | 100,985 | ||||||
| Richard Vos | 11,953,473 | 100,376 | ||||||
| Robert Law | 11,952,865 | 100,984 | ||||||
| Robert Vogler | 12,013,549 | 40,300 | ||||||
The appointment of Cherry Bekaert LLP as our independent accountants to audit our financial statements as of December 31, 2016 and for the fiscal year then ending was approved and ratified pursuant to the following votes:
| Voted For (Shares) | Voted Against (Shares) | Abstain | Broker Non-Votes | |||||||||||
| 13,707,976 | 319,354 | 158,477 | 0 | |||||||||||
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.
| ONE HORIZON GROUP, INC. | ||
| Date: December 30, 2016 | By: | /s/ Brian Collins |
| Brian Collins | ||
| Chief Executive Office and President | ||