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NURO > SEC Filings for NURO > Form 8-K on 7-Dec-2012All Recent SEC Filings

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Form 8-K for NEUROMETRIX, INC.


7-Dec-2012

Submission of Matters to a Vote of Security Holders


Item 5.07 Submission of Matters to a Vote of Security Holders

The Company held a special meeting of stockholders (the "Special Meeting") at the offices of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C., One Financial Center, Boston, MA 02111 on December 7, 2012. Of the Company's 12,825,030 shares of common stock issued and outstanding and eligible to vote as of the record date of October 18, 2012, a quorum of 9,636,093 shares, or 75.14% of the eligible shares, was present in person or represented by proxy. Each of the matters set forth below is described in detail in the definitive proxy statement filed with the Securities and Exchange Commission on October 25, 2012. The following actions were taken at the Special Meeting:

1. Approval of an amendment to the Company's restated certificate of incorporation, as amended, and authorize our Board of Directors, if in their judgment it is necessary, to effect a reverse stock split of the Company's Common Stock, $0.0001 par value per share, at a ratio in the range of 1:2 to 1:6, such ratio to be determined in the discretion of the Board of Directors:

Votes For Votes Against Votes Abstained Broker Non-Votes 6,964,594 2,657,117 14,382 0

2. Authorization to adjourn this special meeting, if necessary, if a quorum is present, to solicit additional proxies if there are not sufficient votes in favor of Proposal 1:

Votes For Votes Against Votes Abstained Broker Non-Votes 6,967,194 2,654,468 14,431 0

Adjournment of the Special Meeting was not necessary or appropriate because there were sufficient votes in favor of Proposal 1.The reverse stock split authorized by the stockholders pursuant to Proposal 1 has not been implemented at this time. The timing of implementation and the ratio within the approved range applicable to the split remains subject to the determination of the Board of Directors of the Company.

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