DIGITAL ALLY, INC. (NASDAQ:DGLY) Files An 8-K Submission of Matters to a Vote of Security Holders
Item 5.07
|
Submission of Matters to a Vote of Security Holders. |
The Company held its annual meeting of the shareholders (the
Annual Meeting) on Wednesday, May 31, 2017. There were 4,829,202
shares of common stock represented in person or by proxy at the
Annual Meeting, constituting 85.0% of the outstanding shares on
April 3, 2017, the record date for the Annual Meeting, and
establishing a quorum. The matters voted upon at the Annual
Meeting and the results of such voting are set forth below.
Proposal One: Election of Four Directors of
the Company.
| Name | Votes For |
Votes Against/ Withheld |
Abstain | Broker Non-Votes | ||||||||||||
| Stanton E. Ross | 1,753,484 | 139,235 | 2,936,483 | |||||||||||||
| Leroy C. Richie | 1,635,769 | 256,950 | 2,936,483 | |||||||||||||
| Daniel F. Hutchins | 1,757,418 | 135,301 | 2,936,483 | |||||||||||||
| Michael J. Caulfield | 1,634,336 | 258,383 | 2,936,483 | |||||||||||||
All nominees were duly elected.
The Board of Directors made appointments to its various
committees after the Annual Meeting. The members of the Companys
Audit Committee are Messrs. Hutchins, Richie and Caulfield. Mr.
Hutchins is the chairman of the Audit Committee. The members of
the Compensation Committee are Messrs. Richie and Caulfield. Mr.
Richie is the chairman of the Compensation Committee. The members
of the Nominating and Governance Committee are Messrs. Richie and
Caulfield. Mr. Richie is the chairman of the Nominating and
Governance Committee.
Proposal Two: Approval of an Amendment to
the 2015 Stock Option Plan and Restricted Stock
Plan. To approve an amendment to the 2015 Stock
Option and Restricted Stock Plan to increase the number of shares
reserved for issuance under the Plan by 500,000 shares.
The Board of Directors deferred consideration of this Proposal
and it was not presented for a vote at the Annual Meeting.
Proposal Three: Ratification of RSM US LLP
Appointment. Ratification of the appointment of
RSM US LLP as the independent registered accounting firm of
Digital Ally, Inc. for the year ending December 31, 2017.
| Votes For |
Votes Against/ Withheld |
Abstain | |||||||
| 4,527,981 | 189,650 | 111,571 |
The appointment of RSM US LLP as the independent registered
accounting firm of the Company was ratified.
Item 8.01 Other Events.
On May 31, 2017, the Board of Directors terminated the Companys
Stock Repurchase Program. On August 25, 2015, the Board of
Directors approved such Program that authorized the repurchase of
up to $2.5 million of the Companys common stock in the open
market, or in privately negotiated transactions. The Company did
not repurchase any shares of common stock under this Program.
The information contained in this current report shall not be
deemed filed for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the Exchange Act) or otherwise
subject to the liabilities under that section, nor shall it be
deemed incorporated by reference in any filing under the Exchange
Act or the Securities Act of 1933, as amended, except as shall be
expressly set forth by specific reference in such a filing.
About DIGITAL ALLY, INC. (NASDAQ:DGLY)
Digital Ally, Inc. produces digital video imaging and storage products for use in law enforcement, security and commercial applications. The Company’s products include in-car digital video/audio recorder contained in a rear-view mirror for use in law enforcement and commercial fleets; a system that provides its law enforcement customers with audio/video surveillance from multiple vantage points and hands-free automatic activation of body-worn cameras and in-car video systems; a weather-resistant mobile digital video recording system for use on motorcycles, all-terrain vehicles (ATVs) and boats; a miniature digital video system designed to be worn on an individual’s body, and a hand-held laser speed detection device that it offers primarily to law enforcement agencies. The Company sells its products to law enforcement agencies and other security organizations, consumer and commercial fleet operators through direct sales domestically and third-party distributors internationally. DIGITAL ALLY, INC. (NASDAQ:DGLY) Recent Trading Information
DIGITAL ALLY, INC. (NASDAQ:DGLY) closed its last trading session 00.00 at 3.70 with 50,040 shares trading hands.