xG Technology, Inc. (NASDAQ:XGTI) Files An 8-K Submission of Matters to a Vote of Security Holders

xG Technology, Inc. (NASDAQ:XGTI) 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

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On June 14, 2018, xG Technology, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”) at the Company’s offices at 240 S. Pineapple Avenue, Conference Room, 2nd Floor, Sarasota, Florida 34236. As described in the Company’s Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 30, 2018, at the Annual Meeting the stockholders were asked to vote on two (2) matters: (i) the election of directors and (ii) the ratification of the appointment of an independent accounting firm.

Of the shares outstanding and entitled to vote as of the record date for the Annual Meeting, 10,519,777 shares were present at the Annual Meeting in person or by proxy, which represented approximately 65.36% of the outstanding voting stock of the Company as of April 27, 2018, the record date. As such, a quorum was established at the Annual Meeting.

Proxies for the Annual Meeting were solicited to Section 14(a) of the Securities Exchange Act of 1934, as amended, and there was no solicitation in opposition to management’s nominees for directors. All nominees for director listed below were elected. The term of office of each director will be until the 2019 Annual Meeting of Stockholders and until their successors are elected and qualified or until their earlier resignation or removal.

The final results of the election of directors were as follows:

Name For Withheld Broker Non-Votes
George F. Schmitt 2,353,092 142,535 8,024,150
John C. Coleman 2,349,267 146,360 8,024,150
Gary Cuccio 2,362,291 133,336 8,024,150
Kenneth Hoffman 2,358,366 137,261 8,024,150
Richard L. Mooers 1,828,874 666,753 8,024,150
Raymond M. Sidney 2,404,421 91,206 8,024,150
General James T. Conway 2,383,416 112,211 8,024,150

The stockholders also ratified the appointment of Marcum LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018 by a vote of 10,072,329 for; 377,936 against; and 69,512 abstentions. There were no broker non-votes.

In addition, the Company will hold its stockholder advisory vote on executive compensation every three (3) years. As such, the Company’s next stockholder advisory vote on executive compensation shall be held at the 2020 Annual Meeting of Stockholders.

About xG Technology, Inc. (NASDAQ:XGTI)

xG Technology, Inc. develops a portfolio of intellectual property, which is embedded in its software algorithms that offer cognitive interference mitigation and spectrum access solutions for a range of applications using commercial off the shelf devices. The Company’s products include xMax, CN5100 Mobile Hotspot, CN3100 Vehicle Modem, CN3200 Dual-Band Routing Modem, CN1100 Access Point, CN7000 Mobile Control Center and xMonitor/xDrive. The Company offers a range of frequency-agnostic cognitive radio solutions. It focuses on various industries across the world, such as telecommunications, cable, defense and public safety, municipal governments, critical infrastructure and markets ranging from rural to urban areas and expeditionary deployments. The implementation of its cognitive radio intellectual property is xMax. The Company, through Integrated Microwave Technologies, LLC (IMT), offers a spectrum of wireless video products that are built around providing a range of solutions.

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