CORD BLOOD AMERICA, INC. (OTCMKTS:CBAI) Files An 8-K Submission of Matters to a Vote of Security HoldersITEM 5.07 Submission of Matters to a Vote of Security Holders.
On July 19, 2017, the Company held its Annual Meeting of Shareholders at the Retreat Conference Room, Shelburne NYC Hotel, 303 Lexington Avenue, New York, NY 10016.A total of 1,075,580,803 votes were represented at the meeting, and a quorum was present.The following proposals were submitted to the shareholders:
1.
Proposal 1 to elect the director nominated by the Board of Directors named in the Proxy Statement;
2.
Proposal 2 to ratify the appointment of RBSM LLP as the Company’s independent registered certified public accounting firm for the fiscal year ending December 31, 2017;
3.
Proposal 3 to consider and act upon a proposal to approve an amendment to the Amended and Restated Articles of Incorporation of the Company to declassify the Board of Directors to require that all directors stand for annual election and to change the shareholder vote required to amend Articles III, IV, and V of the Articles of Incorporation from a supermajority common shareholder vote requirement to a majority vote requirement;
For more information about the foregoing proposals, please see the Company’s Definitive Proxy Statement filed May 30, 2017.
The number of votes cast for, against, and where applicable, votes withheld, as well as abstentions and broker non-votes and whether each proposal was approved, is set forth below.
1. Proposal 1 to elect the director nominated by the Board of Directors named in the Proxy Statement.
Timothy McGrath |
574,482,556 |
16,698,183 |
489,907,788 |
Mr. McGrath was elected to the Company’s Board of Directors.The term of office is as follows: Timothy McGrath will continue until the 2020 annual meeting of shareholders and until a successor has been elected and qualified, or until his or her earlier death, resignation or removal.
2. Proposal 2 to ratify the appointment of RBSM LLP as the Company’s independent registered certified public accounting firm for the fiscal year ending December 31, 2017.
FOR |
AGAINST |
ABSTAIN |
BROKER NON-VOTES |
1,075,580,803 |
2,099,881 |
3,407,853 |
0 |
The appointment of RBSM LLP as the Company’s independent registered certified public accounting firm for the fiscal year ending December 31, 2017 was ratified.
3. Proposal 3 to consider and act upon a proposal to approve an amendment to the Amended and Restated Articles ofIncorporation of the Company to declassify the Board of Directors to require that all directors stand for annual election and to change the shareholder vote required to amend Articles III, IV, and V of the Articles of Incorporation from a supermajority common shareholder vote requirement to a majority vote requirement.
FOR |
AGAINST |
ABSTAIN |
BROKER NON-VOTES |
585,161,043 |
1,298,123 |
4,721,583 |
489,907,788 |
The proposal to approve the amendment requiredan affirmative vote of the shareholders of not less than two-thirds of the voting power of all of the shares of the corporation entitled to vote for the election of directors, and the proposal was not approved.
About CORD BLOOD AMERICA, INC. (OTCMKTS:CBAI)
Cord Blood America, Inc. (CBAI), through its CorCell program and its subsidiary CorCell Companies, Inc., provides cord blood and cord tissue stem cell services. CBAI’s subsidiaries include Cord Partners, Inc., CorCell Companies, Inc., CorCell, Ltd., (Cord Partners, Inc., CorCell Companies, Inc. and CorCell, Ltd. are referred to collectively as Cord), CBA Properties, Inc. (Properties), and Career Channel, Inc. CBAI and its subsidiaries engage in the various business activities, such as CBAI and Cord specialize in providing private cord blood and cord tissue stem cell storage services to families throughout the United States and Puerto Rico, and Properties was formed to hold corporate trademarks and other intellectual property. Cord’s operations provide umbilical cord blood banking and cord tissue services to expectant parents. Cord provides various services, which includes collection materials, physician and customer support, transportation, testing and cord blood storage.