UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 1, 2017

 

ROCKWELL MEDICAL, INC.

(Exact name of registrant as specified in its charter)

 

Michigan

 

000-23661

 

38-3317208

(State or other jurisdiction

 

(Commission

 

(IRS Employer

of incorporation)

 

File Number)

 

Identification No.)

 

30142 Wixom Road, Wixom, Michigan

 

48393

(Address of principal executive offices)

 

(Zip Code)

 

 

Registrant’s telephone number, including area code  (248) 960-9009

 

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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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 June 1, 2017, Rockwell Medical, Inc. (the “Company”) held its Annual Meeting of Shareholders.  At the Annual Meeting the shareholders (1) elected Mark H. Ravich as a director for a term expiring in 2020, (2) voted against, by non-binding advisory vote, the compensation of the Company’s named executive officers, (3) recommended, by non-binding vote, that the frequency of shareholder advisory votes on the compensation of the Company’s named executive officers be every year, (4) did not approve the Company’s 2017 Long Term Incentive Plan, and (5) ratified the selection of Plante & Moran, PLLC as the Company’s independent registered public accounting firm for 2017.  The following tables set forth the final voting results on each matter.

 

Director-Nominee

 

For

 

Withheld

 

Broker Non-Votes

David T. Domzalski

 

12,520,433

 

910,752

 

Mark H. Ravich

 

26,437,232

 

177,697

 

 

Proposal

 

For

 

Against

 

Abstain

 

Broker Non-
Votes

Non-binding advisory vote on compensation of named executive officers

 

10,146,373

 

29,066,461

 

833,280

 

 

Proposal

 

1 Year

 

2 Year

 

3 Year

 

Abstain

Non-binding advisory vote on frequency of advisory votes on the compensation of named executive officers

 

28,873,168

 

650,393

 

9,558,159

 

964,394

 

Proposal

 

For

 

Against

 

Abstain

 

Broker Non-
Votes

Approve the 2017 LTIP

 

10,505,654

 

28,809,766

 

730,694

 

Ratify the selection of Plante & Moran, PLLC

 

34,346,654

 

2,269,492

 

3,429,968

 

 

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.

 

 

ROCKWELL MEDICAL, INC.

 

 

 

 

Date: June 7, 2017

By:

/s/ Thomas E. Klema

 

 

Thomas E. Klema

 

 

Its: Chief Financial Officer

 

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