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CSPI > SEC Filings for CSPI > Form 8-K on 15-Feb-2013All Recent SEC Filings

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Form 8-K for CSP INC /MA/


15-Feb-2013

Submission of Matters to a Vote of Security Holders


Item 5.07. Submission of Matters to a Vote of Security Holders.

(b) At the Company's 2013 Annual Meeting on February 12, 2013, of the 3,442,842 shares outstanding and entitled to vote, 1,995,941 shares were represented, constituting a quorum. The final results for each of the matters submitted to a vote of shareholders at the Annual Meeting, as certified by the Inspector of Elections for the Meeting, are as follows:

Item No. 1:   Election of five directors to serve until the Company's 2014
Annual Meeting or until their respective successors are elected and qualified,
by the votes set forth in the table below. The nominees with the five highest
vote totals "FOR" were elected.

Nominee               For          Withhold
Victor Dellovo        1,752,550      17,766
Robert M. Williams    1,734,383      35,933
Christopher J. Hall   1,752,350      17,966
Shelton J. James      1,748,850      21,466
J. David Lyons        1,734,333      35,983
James Bussone           222,505           -
J.K.Hage III            222,505           -
Samuel A. Kidston       222,505         100
Erik Thoresen           222,505           -

Item No. 2: Advisory vote to approve the compensation paid to the Company's
named executive officers, voted as follows:

For Against Abstain
1,103,154 705,357 187,430

Item No. 3: Advisory vote to approve the preferred frequency for holding
advisory shareholder votes to approve the compensation paid to the Company's named executive officers, voted as follows:
1 Year 2 Years 3 Years Abstain
1,065,038 4,540 760,284 166,079

Item No. 4: Ratification of the appointment of McGladrey & Pullen, LLP as the
Company's independent auditors for fiscal 2013, voted as follows:

For Against Abstain
1,793,774 187,500 14,667


Not later than 150 days after the date of the Annual Meeting, and in no event less than 60 days prior to the deadline for submission of shareholder proposals under Rule 14a-8 as disclosed in our most recent proxy statement, we will disclose, by amendment to this Form 8-K, the Company's decision in light of the vote on Item 3 as to how frequently the Company will include a shareholder vote on the compensation of executives in our proxy materials until the next required vote on the frequency of shareholder votes on the compensation of executives.


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