Current Report Filing (8-k)
June 28 2019 - 6:12AM
Edgar (US Regulatory)
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 27, 2019 (June 26, 2019)
FUSE MEDICAL, INC.
(Exact name of Registrant as specified in its charter)
|
|
|
|
|
Delaware
|
|
000-10093
|
|
59-1224913
|
(State or other jurisdiction of
incorporation or organization)
|
|
(Commission
File Number)
|
|
(I.R.S. Employer
Identification No.)
|
|
|
1565 North Central Expressway
Suite 220
Richardson,
Texas
|
|
75080
|
(Address of principal executive offices)
|
|
(Zip Code)
|
Registrants Telephone Number, including area code: (469)
862-3030
(Former name, former address and former fiscal year, 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.):
☐
|
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))
|
Securities registered pursuant to Section 12(b) of the Act:
|
|
|
|
|
Title of each class
|
|
Trading
Symbol(s)
|
|
Name of each exchange
on which registered
|
Common Stock
|
|
FZMD
|
|
OTCPink
|
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 ☐
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. ☐
Item 5.07
|
Submission of Matter to a Vote of Security Holders.
|
On June 26, 2019, Fuse Medical, Inc. (the Company) held its 2019 Annual Meeting of Stockholders (the Annual Meeting). The total
number of shares of common stock eligible to vote as of the record date, May 8, 2019, was 74,600,181 and, pursuant to the Companys Bylaws, 37,300,090 shares were required to be present or represented at the Annual Meeting to constitute a
quorum. The total number of shares of common stock present or represented at the Annual Meeting was 66,166,602, and a quorum therefore existed.
At the
Annual Meeting:
1.
|
Election of Board of Directors
. The following persons were elected as directors of the Company for a
one-year
term expiring at the 2020 Annual Meeting of Stockholders with the following vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Name
|
|
Votes For
|
|
|
Votes Against
|
|
|
Votes Withheld
|
|
|
Broker
Non-Votes
|
|
Renato V. Bosita, Jr., MD
|
|
|
64,703,268
|
|
|
|
51
|
|
|
|
11
|
|
|
|
1,463,272
|
|
Mark W. Brooks
|
|
|
64,691,526
|
|
|
|
11,793
|
|
|
|
11
|
|
|
|
1,463,272
|
|
Ricky Raj S. Kaira, MD
|
|
|
64,703,268
|
|
|
|
51
|
|
|
|
11
|
|
|
|
1,463,272
|
|
William E. McLaughlin, III
|
|
|
64,531,065
|
|
|
|
172,254
|
|
|
|
11
|
|
|
|
1,463,272
|
|
Christopher C. Reeg
|
|
|
64,691,528
|
|
|
|
11,791
|
|
|
|
11
|
|
|
|
1,463,272
|
|
2.
|
Ratification of the Selection of Baker Tilly Virchow Krause LLP (Baker Tilly)
. The selection
of Baker Tilly (formerly Montgomery Coscia Greilich, LLC) to act as independent registered public accounting firm for the Company for the fiscal year ended December 31, 2018 and the fiscal year ending December 31, 2019 was ratified by a
vote of (i) 66,155,237 in favor, (ii) 1,550 against, and (iii) 9,815 abstaining.
|
3.
|
Ratification and Adoption of the Companys Amended and Restated Bylaws
. The ratification and
adoption of the Companys Amended and Restated Bylaws was approved by a vote of (i) 64,691,499 in favor, (ii) 11,795 against, and (iii) 36 abstaining.
|
On June 27, 2019, the Company issued a press release announcing, among other things, the voting results with respect to each of the proposals presented
to stockholders at the Annual Meeting. A copy of the press release is furnished herewith as Exhibit 99.1 and attached hereto.
Item 9.01.
|
Financial Statements and Exhibits.
|
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
|
|
|
FUSE MEDICAL, INC.
|
|
|
By:
|
|
/s/ William E. McLaughlin, III
|
|
|
William E. McLaughlin, III,
Senior Vice
President
|
|
|
Chief Financial Officer and Director
|
Date:
June
27, 2019
Fuse Medical (PK) (USOTC:FZMD)
Historical Stock Chart
From Sep 2024 to Oct 2024
Fuse Medical (PK) (USOTC:FZMD)
Historical Stock Chart
From Oct 2023 to Oct 2024