Cutera, Inc. (NASDAQ:CUTR) Files An 8-K Submission of Matters to a Vote of Security Holders
Item5.07.Submission of Matters to a Vote of Security Holders.
Cutera, Inc. (the Company or Cutera) held its Annual Meeting of
Stockholders on June 14, 2017 (the Annual Meeting). As of April
17, 2017, the record date of the Annual Meeting, 13,844,338
shares of our common stock were outstanding and entitled to vote
at the Annual Meeting. A total of 12,118,333 shares, or
approximately 87.5%, of our common stock, constituting a quorum,
were represented in person or by proxy at the Annual Meeting.
Cuteras stockholders voted onsix proposals at the Annual Meeting.
The final results of the votes regarding each proposal are set
forth below.
Proposal One Approval of the Second
Amended and Restated Certificate of
Incorporation to Declassify the Board of
Directors. The proposal was approved
and the results of the voting were as follows:
Votes For |
Votes Against |
Abstain |
Broker Non-Votes |
|||
9,757,305 |
536,283 |
3,605 |
1,821,140 |
Proposal Two
Election of
Directors. The following nominees were
elected as Class I directors to serve for three-year terms
expiring at the 2020 Annual Meeting of Stockholders based on the
following votes:
Nominees |
Votes For |
Votes Withheld |
Broker Non-Votes |
|||||||||
Mr. David A. Gollnick |
9,921,826 | 375,367 | 1,821,140 | |||||||||
Mr. James A. Resinstein |
9,391,697 | 905,496 | 1,821,140 | |||||||||
Mr. Clint H. Severson |
8,610,563 | 1,686,630 | 1,821,140 |
Proposal Three
Ratification of BDO USA,
LLP as our Independent Registered Public Accounting
Firm. The proposal was approved and the results of the
voting were as follows:
Votes For |
Votes Against |
Abstain |
Broker Non-Votes |
|||
12,112,359 |
4,239 |
1,735 |
Proposal Four Approval
of the Amended and Restated 2004 Equity Incentive Plan.
The proposal was approved and the results of the voting were as
follows:
Votes For |
Votes Against |
Abstain |
Broker Non-Votes |
|||
7,736,340 |
2,555,248 |
5,605 |
1,821,140 |
Proposal Five
Non-Binding Advisory Vote on the Compensation of our
Named Executive Officers. The proposal
was approved and the results of the voting were as follows:
Votes For |
Votes Against |
Abstain |
Broker Non-Votes |
|||
10,036,661 |
252,139 |
8,393 |
1,821,140 |
Proposal Six
Non-binding Advisory Vote on the Say-on-Pay Frequency
Proposal Regarding the Frequency of
Stockholder Advisory Votes on the
Compensation of Named Executive
Officers. The annual frequency was approved on an
advisory basis. In light of this vote, the Company will include
an advisory, non-binding vote on executive compensation in its
proxy materials to Section 14A of the Securities Exchange Act of
1934 on an annual basis until the next advisory vote on the
frequency of advisory votes on executive compensation, which will
occur no later than the Companys 2023 Annual Meeting of
Shareholders. The results of the voting were as follows:
Votes For 1 Year |
Votes For 2 Years |
Votes For 3 Years |
Abstain |
Broker Non-Votes |
||||
7,543,314 |
16,588 |
2,122,150 |
4,797 |
2,431,484 |
About Cutera, Inc. (NASDAQ:CUTR)
Cutera, Inc. is a medical device company. The Company is engaged in the design, development, manufacture, marketing and servicing of laser and other energy-based aesthetics systems for practitioners across the world. The Company offers products based on product platforms, such as enlighten, excel HR, truSculpt, excel V and xeo, each of which enables physicians and other practitioners to perform aesthetic procedures for customers. Each of its laser and other energy-based platforms consists of one or more hand pieces and a console that incorporates a universal graphical user interface, a laser or other energy-based module, control system software and high voltage electronics. enlighten is a dual wavelength (1,064 nanometer + 532 nanometer) and dual pulse duration (750 picosecond (ps) and 2 nanosecond (ns)) laser system. excel V is a vascular and benign pigmented lesion treatment platform designed for the core-market of dermatologists and plastic surgeons.