(e) At the Annual Meeting of Shareholders of IntriCon Corporation (the "Company") held on May 1, 2012, shareholders approved an amendment (the "Amendment") to the Company's 2006 Equity Incentive Plan (as amended, the "Plan"). The Amendment was approved by the Company's board of directors in March 2012, subject to shareholder approval.

The Amendment (i) increased the authorized number of shares of the Company's common stock ("Common Shares") reserved and issuable under the Plan by an additional 300,000 Common Shares, (ii) increased the limit on the maximum number of incentive stock options that may be granted under the Plan by such additional 300,000 Common Shares and (iii) increased the limit on the maximum number of Common Shares for which stock options, stock appreciation rights and other awards may be granted to any person under the Plan in any fiscal year to 50,000 shares for each type.

The foregoing is a summary of the material provisions of the Amendment. This summary is not intended to be complete and is qualified in its entirety by reference to the Plan, a copy of which is attached as Appendix A to the Company's proxy statement filed with the Securities and Exchange Commission ("SEC") on March 15, 2012.

(a) The Annual Meeting of Shareholders of the Company was held on May 1, 2012.

(b) At the meeting, the Company's shareholders (i) re-elected Nicholas A. Giordano and Philip N. Seamon as directors of the Company, each for a term of three years and until their respective successor is duly elected and qualified;
(ii) approved the Amendment to the Plan, as more fully described in the Company's Proxy Statement filed with the SEC on March 15, 2012; and (iii) ratified the appointment of Baker Tilly Virchow Krause, LLP as the Company's independent auditor for fiscal year 2012.

The terms of the following directors continued after the meeting: Mark S. Gorder, Robert N. Masucci and Michael J. McKenna.

The tabulation of votes for each proposal is as follows:

(1) Election of Directors:

Nominee                 Votes For      Withheld Authority       Broker Non-Votes
Nicholas A. Giordano     2,283,769                   3,497              2,725,073
Philip N. Seamon         2,283,827                   3,439              2,725,073

(2) Amendment of 2006 Equity Incentive Plan:

Votes For            1,364,335
Votes Against          883,817
Votes Abstained         39,114
Broker Non-Votes     2,725,073

(3) Ratification of Appointment of Independent Auditor:

Votes For            4,948,715
Votes Against           45,908
Votes Abstained         17,716
Broker Non-Votes             -

(d) Exhibits.

Exhibit No.    Description
10.1           2006 Equity Incentive Plan, as amended (management contract,
               compensatory plan or arrangement) (incorporated by reference from
               Appendix A to the Company's proxy statement filed with the SEC on
               March 15, 2012).