Unassociated Document
United States Securities And Exchange Commission
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Date of Report (Date of Earliest Event Reported): March 1, 2011
(February 24, 2011)
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ISORAY, INC.
(Exact name of registrant as specified in its charter)
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Minnesota
(State or other jurisdiction
of incorporation)
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001-33407
(Commission
File Number)
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41-1458152
(IRS Employer
Identification No.)
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350 Hills Street, Suite 106, Richland, Washington 99354
(Address of principal executive offices) (Zip Code)
(509) 375-1202
(Registrant's telephone number)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
ITEM 5.07 Submission of Matters to a Vote of Security Holders
On February 24, 2011, IsoRay, Inc. held its Fiscal 2011 Annual Meeting of Stockholders, where four proposals were voted on. The proposals are described in detail in IsoRay’s definitive proxy statement filed with the Securities and Exchange Commission on January 11, 2011. Of the 25,888,390 common and preferred shares outstanding and entitled to vote at the Annual Meeting, 20,119,758 common and preferred shares (or 77.71%), constituting a quorum, were represented in person or by proxy at the Annual Meeting.
The final voting results on each proposal are set forth below.
Proposal 1. The stockholders elected four directors to the board of directors to serve until the fiscal 2012 annual meeting of stockholders. The votes for this proposal were:
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Number of Shares
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Number of Shares
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Voted For
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Withheld
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Broker Non-Votes
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Dwight Babcock
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2,561,830
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290,927
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17,267,001
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Robert R. Kauffman
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2,558,129
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294,628
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17,267,001
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Thomas C. LaVoy
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2,560,630
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292,127
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17,267,001
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Albert Smith
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2,514,849
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337,908
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17,267,001
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Proposal 2. The stockholders ratified the appointment of DeCoria, Maichel & Teague, P.S. as IsoRay’s independent registered public accounting firm for the fiscal year ending June 30, 2011. The votes on this proposal were:
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For
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Against
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Abstain
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19,841,966
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157,675
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120,117
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Proposal 3. The stockholders did not approve, on an advisory basis, the compensation of IsoRay’s named executive officers. The votes on this proposal were:
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For
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Against
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Abstain
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Broker Non-Votes
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2,185,374
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402,489
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264,894
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17,267,001
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Proposal 4. The stockholders did not approve, on an advisory basis, any frequency for the advisory vote on the approval of compensation of IsoRay’s named executive officers. The votes on this proposal were:
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1 Year
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2 Years
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3 Years
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Abstain
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Broker Non-Votes
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677,681
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98,974
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1,639,172
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436,930
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17,267,001
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The board of directors determined that an advisory vote on the approval of the compensation of its named executive officers will not be included in its proxy materials until mandated by law.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: March 1, 2011
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IsoRay, Inc., a Minnesota corporation
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By:
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/s/ Dwight Babcock, CEO |
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Dwight Babcock, CEO
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