IZEA, INC. (NASDAQ:IZEA) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

IZEA, INC. (NASDAQ:IZEA) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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Item 5.02.

Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
At our 2017 Annual Meeting of Stockholders held on June 21, 2017,
our stockholders approved the amendment and restatement of the
IZEA, Inc. 2011 Equity Incentive Plan, which we refer to below as
the Plan. A description of the terms and conditions of the Plan
is set forth under Proposal Two. Approval of Amendment and
Restatement of IZEAs 2011 Equity Incentive Plan on pages 10-13 of
our definitive proxy statement for the 2017 Annual Meeting filed
with the Securities and Exchange Commission on May 10, 2017,
which description is incorporated herein by reference. This
description is qualified in its entirety by the text of the Plan,
a copy of which is filed as Exhibit 10.1 to this Current Report
on Form 8-K and is incorporated by reference into this Item 5.02.
Item 5.07.
Submission of Matters to a Vote of Security Holders.
At our 2017 Annual Meeting, holders of common stock were asked to
consider and vote upon the:
1.
election of seven directors to serve until the 2018 annual
meeting of stockholders and until their successors are duly
elected and qualify
2.
approval of an amendment and restatement of IZEA Inc.s 2011
Equity Incentive Plan;
3.
approval of an advisory proposal on the compensation of our
named executive officers as described in the executive
compensation tables;
4.
approval of an advisory proposal on the frequency of the
vote on our executive compensation program; and
5.
ratification the appointment of BDO USA, LLP as our
independent registered public accounting firm for the
fiscal year ending December 31, 2017
A total of 3,607,387 shares of common stock were present in
person or by proxy at the meeting, representing 63.61% of the
voting power entitled to vote at the meeting. Each share of
common stock was entitled to one vote with respect to each matter
submitted to a vote at the meeting, and the voting results
reported below are final.
PROPOSAL 1
Stockholders voted as follows with respect to election of each of
the nominees for director identified in the proxy statement:
Nominee
For
Withheld
Broker Non-Votes
Edward H. (Ted) Murphy
2,467,570
266,902
872,915
Ryan S. Schram
2,473,053
261,419
872,915
Brian W. Brady
2,713,919
20,553
872,915
John H. Caron
2,713,919
20,553
872,915
Lindsay A. Gardner
2,632,274
102,198
872,915
Jill M. Golder
2,631,174
103,298
872,915
Daniel R. Rua
2,632,274
102,198
872,915
As a result of this vote, each of Mr. Murphy, Mr. Schram, Mr.
Brady, Mr. Caron, Mr. Gardner, Ms. Golder and Mr. Rua was elected
as a director to serve until the 2018 Annual Meeting of
Stockholders and until his or her successor is duly elected and
qualified.
PROPOSAL 2
Stockholders voted as follows with respect to approval of the
amendment and restatement of IZEA Inc.s 2011 Equity Incentive
Plan:
For
Against
Abstained
Broker Non-Votes
2,649,151
84,834
872,915
PROPOSAL 3
Stockholders voted, on an advisory basis, as follows with respect
to compensation paid to our named executive officers as described
in the executive compensation tables set forth in the Proxy
Statement for the Meeting:
For
Against
Abstained
Broker Non-Votes
2,617,313
116,924
872,915
PROPOSAL 4
Stockholders voted, on an advisory basis, as follows with respect
to the frequency of the vote on our executive compensation
program:
1 Year
2 Years
3 Years
Abstained
2,667,345
1,375
19,745
46,007
PROPOSAL 5
Stockholders voted as follows with respect to ratification the
appointment of BDO USA, LLP as our independent registered public
accounting firm for the fiscal year ending December 31, 2017:
For
Against
Abstained
Broker Non-Votes
3,470,686
62,024
74,677
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No.
Description
10.1
2011 Equity Incentive Plan, as Amended and Restated



IZEA, Inc. Exhibit
EX-10.1 2 ex1012011equityincentivepl.htm EXHIBIT 10.1 Exhibit EXHIBIT 10.12011 EQUITY INCENTIVE PLANAs Amended and Restated May 8,…
To view the full exhibit click here
About IZEA, INC. (NASDAQ:IZEA)

IZEA, Inc. (IZEA) operates online marketplaces that facilitate transactions between brands and influential content creators. These creators produce and distribute text, videos and photos on behalf of brands through Websites, blogs and social media channels. Its technology enables transactions to be completed at scale through the management of content workflow, creator search and targeting, bidding, analytics and payment processing. Brands and Publishers engage IZEA in order to gain access to its technology and network of creators. These companies use its technology for various purposes, such as the engagement of online influencers for sponsored social campaigns, or the creation of standalone content for distribution through their owned channels. The Company provides services to customers in multiple industry segments, including consumer products, retail/eTail, technology and travel. Its platforms include IZEA.com and The IZEA Exchange (IZEAx), and Ebyline.

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