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OXBT > SEC Filings for OXBT > Form 8-K on 1-May-2013All Recent SEC Filings

Show all filings for OXYGEN BIOTHERAPEUTICS, INC. | Request a Trial to NEW EDGAR Online Pro

Form 8-K for OXYGEN BIOTHERAPEUTICS, INC.


1-May-2013

Submission of Matters to a Vote of Security Holders


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

Oxygen Biotherapeutics, Inc. (the "Company") held a Special Meeting of Stockholders on April 26, 2013 (the "Special Meeting"). The stockholders considered the two proposals described below, each of which is described in more detail in the Company's definitive proxy statement dated March 28, 2013. As of March 20, 2013, the record date for the Special Meeting, there were 38,305,765 shares of common stock issued, outstanding and entitled to vote. At the Special Meeting, 20,668,735 shares of common stock were represented in person or by proxy, constituting a quorum. The final number of votes cast for and against, as well as the number of abstentions and broker non-votes, with respect to each proposal are set forth below.

Proposal 1: To approve the Company's February 2013 offering of securities. The votes were cast as follows:

For (1) Against Abstain (1) Broker Non-Votes 19,846,906 709,874 111,955 -0-

(1) Represents votes cast on Proposal 1 as received by the Company. For the purpose of determining that Proposal 1 was approved pursuant to NASDAQ rules, 4,240,000 shares (representing the aggregate number of shares of common stock issued in connection with the February 2013 financing) that voted in favor of Proposal 1 were deemed to have abstained.

Proposal 1 was approved.

Proposal 2: To approve an amendment to the Company's certificate of incorporation to combine outstanding shares of its common stock into a lesser number of outstanding shares by a ratio of not less than ten-for-one and not more than fifty-for-one at any time prior to December 31, 2013, with the exact ratio to be set within this range by the Company's board of directors in its sole discretion. The votes were cast as follows:

For Against Abstain Broker Non-Votes 19,293,585 1,315,635 59,515 -0-

Proposal 2 was approved.


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