UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): June 13, 2018

 

eMagin Corporation

(Exact name of registrant as specified in its charter)

 

Delaware		000-15751		56-1764501
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

2070 Route 52, Hopewell Junction, NY 12533

(Address of principal executive offices and Zip Code)

 

Registrant’s telephone number, including area code (845) 838-7900

 

Not Applicable

(Former name or former address, if changed since last report)

 

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:

 

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934:

 

Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

Item 5.07.

Submission of Matters to a Vote of Security Holders

 

On June 13, 2018, eMagin Corporation (the “Company”) held its Annual Meeting of Stockholders. As of April 19, 2018, the record date for the meeting, the Company had outstanding and entitled to vote 45,093,262 shares of common stock and 5,659 shares of its outstanding Series B Convertible Preferred Stock, where each such share of Series B Convertible Preferred Stock was entitled to voting rights equal to the number of shares of common stock issuable upon conversion of the Series B Convertible Preferred Stock, which was a total of 7,545,333 shares of common stock. All matters submitted to a vote of our stockholders at the annual meeting were approved and all director nominees were elected.

 

The certified results of each of the matters voted upon at the annual meeting, which are more fully described in our definitive proxy statement, are as follows:

 

(1) Election of seven (7) directors for terms expiring at the 2019 annual meeting of stockholders.

 

Directors		For				Withhold				Broker Non-Vote
Christopher Brody			23,955,001				363,436				18,097,129
Paul Cronson			23,429,674				888,763				18,097,129
Leslie G. Polgar			23,964,060				354,377				18,097,129
Ellen Richstone			23,910,578				407,859				18,097,129
Andrew G. Sculley			23,963,316				355,121				18,097,129
Stephen Seay			23,963,882				354,553				18,097,129
Jill J. Wittels			23,909,890				408,547				18,097,129

 

(2) Ratification of the appointment of RSM US LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018.

 

For				Against				Abstain
	41,624,780				656,409				134,377

 

There were 0 broker non-votes regarding this proposal.

 

(3) Approval, on a non-binding, advisory basis, of the compensation of the Company’s named executive officers as disclosed in the Company’s definitive proxy statement.

 

For				Against				Abstain				Broker Non-Vote
	22,848,442				1,328,487				131,508				18,097,129

 

(4) Approval, on a non-binding, advisory basis, of the frequency of future non-binding, advisory votes on the compensation of the Company’s named executive officers.

 

1 Year				2 Years				3 Years				Abstain				Broker Non-Vote
	23,556,565				55,421				348,451				358,000				18,097,129

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

	eMagin Corporation
Date: June 13, 2018	By:	/s/ Jeffrey Lucas
	Name:	Jeffrey Lucas
	Title:	Chief Financial Officer