EnSync, Inc. (NASDAQ:ESNC) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On November 14, 2016, the shareholders of EnSync, Inc. (the
Company) approved an amendment to the Companys 2010 Omnibus
Long-Term Incentive Plan (the Omnibus Plan Amendment) increasing
the number of shares reserved for issuance thereunder by
4,000,000 shares. A description of the terms and conditions of
the Omnibus Plan Amendment is set forth in the Companys Proxy
Statement for the 2016 Annual Meeting of Shareholders of the
Company as filed with the Securities and Exchange Commission on
October 11, 2016 (the 2016 Proxy Statement) under the heading
Proposal 3-Approval of Amendment No. 4 to EnSync, Inc. 2010
Omnibus Long-Term Incentive Plan; and Approval of Code Section
162(m) Limits and Criteria, which such description is
incorporated herein by reference. This summary is qualified in
its entirety by the full text of the Omnibus Plan Amendment set
forth in Appendix A to the 2016 Proxy Statement, which is also
incorporated by reference herein.
On November 14, 2016, the Companys shareholders also approved an
amendment to the Companys 2012 Non-Employee Director Equity
Compensation Plan (the Director Plan Amendment) increasing the
number of shares reserved for issuance thereunder by 1,200,000
shares. A description of the terms and conditions of the Director
Plan Amendment is set forth in the 2016 Proxy Statement under the
heading Proposal 4-Approval of Amendment No. 3 to EnSync, Inc.
2012 Non-Employee Director Equity Compensation Plan, which such
description is incorporated herein by reference. This summary is
qualified in its entirety by the full text of the Director Plan
Amendment set forth in Appendix B to the 2016 Proxy Statement,
which is also incorporated by reference herein.
Item 5.07. | Submission of Matters to a Vote of Security Holders. |
On November 14, 2016, the Company held its annual meeting of
shareholders (the 2016 Annual Meeting). The certified results of
the matters voted upon at the 2016 Annual Meeting, each of which
are more fully described in the Companys Proxy Statement for the
2016 Annual Meeting filed with the Securities and Exchange
Commission on October 11, 2016, are as follows:
The Companys shareholders elected the three nominees to the
Companys Board of Directors to serve for three year terms as
Class III directors, with the votes cast as follows:
Director Name | For | Withheld | Broker Non-Votes |
Eric C. Apfelbach | 14,637,058 | 8,810,678 | 13,484,809 |
Paul F. Koeppe | 14,156,190 | 9,291,546 | 13,484,809 |
Theodore Stern | 14,011,674 | 9,436,062 | 13,484,809 |
The Companys shareholders approved, on an advisory basis, the
compensation paid to the named executive officers of the Company,
as disclosed to Item 402 of Regulation S-K in the Companys Proxy
Statement for the 2016 Annual Meeting, with votes cast as
follows:
For | Against | Abstain | Broker Non-Votes |
21,822,873 | 1,490,609 | 134,254 | 13,484,809 |
The Companys shareholders approved the Omnibus Plan Amendment,
with votes cast as follows:
For | Against | Abstain | Broker Non-Votes |
12,783,196 | 10,369,757 | 294,783 | 13,484,809 |
The Companys shareholders approved the Director Plan Amendment,
with votes cast as follows:
For | Against | Abstain | Broker Non-Votes |
13,291,921 | 9,945,095 | 210,720 | 13,484,809 |
The Companys shareholders ratified the appointment of Baker Tilly
Virchow Krause, LLP as the Companys independent registered public
accounting firm for the fiscal year ending June 30, 2017, with
votes cast as follows:
For | Against | Abstain |
35,467,642 | 1,264,895 | 200,008 |
About EnSync, Inc. (NASDAQ:ESNC)