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): May 25, 2017

 

CLEAN DIESEL TECHNOLOGIES, INC.

(Exact Name of Registrant as Specified in Charter)

 

Delaware

 

001-33710

 

06-1393453

(State or Other Jurisdiction

 

(Commission

 

(IRS Employer

of Incorporation)

 

File Number)

 

Identification No.)

 

 

 

1621 Fiske Place

 

 

 

 

Oxnard, California

 

93033

 

 

(Address of Principal Executive Offices)

 

(Zip Code)

 

(805) 639-9458

(Registrant’s telephone number, including area code)

 

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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company  o

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  o

 


 



 

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

 

On May 25, 2017, Clean Diesel Technologies, Inc. held its 2017 annual meeting of stockholders in Oxnard, California.  At the annual meeting, there were 15,703,371 shares entitled to vote, and 11,620,847 shares (74.0%) were represented at the meeting in person or by proxy.

 

At the annual meeting, Matthew Beale, Dr. Till Becker, Lon E. Bell, Ph.D. and Mungo Park were elected directors by a plurality of the votes.  Also at the annual meeting, our stockholders voted for approval of the compensation of our executive officers, and voted to ratify the selection of BDO USA, LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2017.  The following summarizes vote results for those matters submitted to our stockholders for action at the annual meeting:

 

1.                                    Proposal to elect of Matthew Beale, Dr. Till Becker, Lon E. Bell, Ph.D. and Mungo Park as directors to hold office until the 2018 annual meeting or until their successors are elected and qualified.

 

Name

 

For

 

Withhold

 

Broker Non-Votes

Matthew Beale

 

6,289,122

 

40,216

 

5,291,509

Dr. Till Becker

 

6,289,052

 

40,286

 

5,291,509

Lon E. Bell, Ph.D.

 

6,288,659

 

40,679

 

5,291,509

Mungo Park

 

6,288,827

 

40,511

 

5,291,509

 

2.                                    Proposal to ratify the selection of BDO USA, LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2017.

 

For

 

Against

 

Abstain

 

Broker Non-Votes

11,503,267

 

43,658

 

73,922

 

0

 

3.                                    Proposal to approve, through an advisory vote, the compensation of our executive officers.

 

For

 

Against

 

Abstain

 

Broker Non-Votes

6,252,006

 

65,041

 

12,291

 

5,291,509

 

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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.

 

Date: May 31, 2017

CLEAN DIESEL TECHNOLOGIES, INC.

 

 

 

 

By:

/s/ Tracy Kern

 

 

 

Tracy Kern

 

 

Chief Financial Officer

 

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