NEUROMETRIX, INC. (NASDAQ:NURO) 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 |
Stockholders held on May 2, 2017 (the Annual Meeting), the
stockholders of the Corporation approved the adoption of the
Ninth Amended and Restated 2004 Stock Option and Incentive Plan
(the 2004 Stock Option and Incentive Plan). A description of the
terms and conditions of the 2004 Stock Option and Incentive Plan
is set forth in the Companys definitive proxy statement on
Schedule 14A (the Proxy Statement) filed with the Securities and
Exchange Commission (the Commission) on March 29, 2017 and is
incorporated herein by reference. Such description is qualified
entirely by reference to the actual terms of the 2004 Stock
Option and Incentive Plan, a copy of which is filed as Exhibit
10.1 hereto.
Item 5.07
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Submission of Matters to a Vote of Security Holders
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the offices of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo,
P.C., One Financial Center, Boston, MA 02111.
issued and outstanding and eligible to vote as of the record date
of March 13, 2017, a quorum of 6,984,272>shares, or
82.75%>of the eligible shares, was present in person or
represented by proxy. Each of the matters set forth below is
described in detail in the Proxy Statement. The following actions
were taken at the Annual Meeting:
1)
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Reelection of the following Class I director of the
Corporation, to hold office until the Corporations 2020 annual meeting of stockholders and until his successor is duly elected and qualified or until his earlier resignation or removal. |
Voted For
|
Withheld
Authority
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Broker
Non-Votes
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||||
Timothy R. Surgenor
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2,909,819
|
692,188
|
3,382,265
|
Avermeate continued to serve as the Corporations Class II
directors for terms which expire in 2018 and David E. Goodman,
M.D., and Nancy E. Katz continued to serve as the Corporations
Class III directors for terms which expire in 2019.
2)
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Approval of an amendment to our Third Amended and Restated
Certificate of Incorporation, as amended, and authorization of our Board of Directors, if in their judgment it is necessary, to effect a reverse stock split of our common stock, $0.0001 par value per share, at a ratio in the range of 1:2 to 1:8, such ratio to be determined in the discretion of our Board of Directors. The voting results were 4,810,441>votes for, 2,159,407>votes against, and 14,424>votes abstaining. |
3)
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Approval of the Ninth Amended and Restated 2004 Stock
Option and Incentive Plan, which increases the number of shares of the Corporations common stock authorized for issuance thereunder by 600,000 shares. The voting results were 2,616,583>votes for, 665,139>votes against, and 320,285>votes abstaining, with 3,382,265>broker non-votes. |
Item 9.01
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Exhibits
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Exhibit Number
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Description
|
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10.1
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Ninth Amended and Restated 2004 Stock Option and
Incentive Plan (incorporated by reference to Appendix B of the Definitive Proxy Statement of NeuroMetrix, Inc. filed on March 29, 2017) |
About NEUROMETRIX, INC. (NASDAQ:NURO)
NeuroMetrix, Inc. (NeuroMetrix) is a health-care company that develops wearable medical technology and point-of-care tests that help patients and physicians manage chronic pain, nerve diseases and sleep disorders. The Company operates through the sale of medical equipment and consumables segment. Its products are sold in the United States and selected overseas markets. It has two principal product lines: Wearable neuro-stimulation therapeutic devices and Point-of-care neuropathy diagnostic tests. The Company’s products consist of a medical device used in conjunction with a consumable electrode or biosensor. Its products include Quell, which is a wearable device for relief of chronic intractable pain; SENSUS, which is a prescription neuro-stimulation device; DPNCheck, which is a nerve conduction test that is used to evaluate systemic neuropathies, and ADVANCE System, which is a platform for the performance of nerve conduction studies. NEUROMETRIX, INC. (NASDAQ:NURO) Recent Trading Information
NEUROMETRIX, INC. (NASDAQ:NURO) closed its last trading session down -0.007 at 0.503 with 107,207 shares trading hands.