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REEDS INC 8-K 2013

Documents found in this filing:

  1. 8-K
  2. 8-K

 

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): December 20, 2013

 

Commission File Number 000-32501

_____________

 

REED’S, INC.

_____________

(Exact name of registrant as specified in its charter)

 

Delaware   35-2177773
State or other jurisdiction of incorporation or organization   I.R.S. Employer Identification Number
     
13000 South Spring Street    
Los Angeles, California   90061
Address of principal executive offices   Zip Code

 

(310) 217-9400

Registrant’s telephone number, including area code

Securities registered pursuant to Section 12(b) of the Act:

 

     

Title of Class

 

Name of each exchange where registered

Common Stock, $.0001 par value per share   NYSE MKT
     

Securities registered pursuant to Section 12(g) of the Act: None 

_____________

 

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 (SEE General Instruction A.2. below):

 

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

 

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

 

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

 

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

 

 

 
 

 

Item 5.07     Submission of Matters to a Vote of Security Holders

 

At the Company’s December 20, 2013 Annual Meeting of Shareholders, the Company’s shareholders re-elected the existing the existing board of directors and ratified the selection of Weinberg & Company, P.A. as the Company’s independent registered public accounting firm for fiscal 2013, approved on an advisory basis the compensation paid to the Company’s named executive officers and approved a frequency of three years for the ongoing approval on an advisory basis the compensation paid to the Company’s named executive officers. The Company’s shareholders turned down a shareholder proposal entitled “Proxy Access for Shareholders”. Of the 12,882,588 shares of common stock outstanding on the record date of November 14, 2013, a total of 9,599,031 shares were voted in person or by proxy, representing 74.5% of the votes entitled to be cast, constituting a majority and therefore more than a quorum of the outstanding shares entitled to vote. Votes were cast as follows:

 

1.Election of Directors

 

  Vote Votes Broker
  Vote For Against Withheld Non-Vote
Christopher J. Reed 4,998,882 658,640 3,941,509
Judy Holloway Reed 4,841,625 815,897 3,941,509
Mark Harris 4,632,355 1,025,167 3,941,509
Daniel S.J. Muffoletto 3,567,408 2,090,114 3,941,509
Michael Fischman 4,438,641 1,218,881 3,941,509

 

2.Proposal to ratify the selection of Weinberg & Company, P.A. as the Company’s independent registered public accounting firm for fiscal 2013.

 

  Vote   Broker
Vote For Against Abstentions Non-Vote
9,294,747 53,714 250,570

 

3.Proposal to adopt the resolution approving on an advisory basis the compensation paid to the Company’s named executive officers.

 

  Vote   Broker
Vote For Against Abstentions Non-Vote
4,969,966 620,516 67,040 3,941,509

 

4.Proposal for the frequency for the advisory vote on the compensation of our named executive officers.

 

        Broker
3 Years 2 Years 1 Year Abstain Non-Vote
4,205,912 183,649 1,259,785 8,176 3,941,509

 

5.Shareholder Proposal entitled “Proxy Access for Shareholders”.

 

  Vote   Broker
Vote For Against Abstentions Non-Vote
882,408 4,677,135 97,979 3,941,509

 

2
 

 

SIGNATURE

 

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.

 

 

  Reed’s, Inc.
  (Registrant)
   
Date: December 23, 2013 By:  /s/ James Linesch
 

Name:

Title:

James Linesch
Chief Financial Officer

 

 

 

 

 

 

 

 

 

 

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