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CBRX > SEC Filings for CBRX > Form 8-K on 2-May-2013All Recent SEC Filings

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Form 8-K for COLUMBIA LABORATORIES INC


2-May-2013

Submission of Matters to a Vote of Security Holders


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

At the Company's Annual Meeting, six proposals were submitted to and approved by the stockholders. The proposals are described in detail in the Company's Proxy Statement. The final results for the votes regarding each proposal are set forth below.

1. Stockholders elected six directors to the Company's Board to hold office for a one-year term until the annual meeting of stockholders in 2014 and until their successors are elected and qualified. The votes regarding this proposal were as follows:

                                For           Withheld       Abstained   Broker Non-Votes
   Valerie L. Andrews         31,212,712       3,699,412         0              0

   Edward A. Blechschmidt     30,072,052       4,840,072         0              0

   Frank C. Condella Jr.      32,263,877       2,648,247         0              0

   Cristina Csimma            31,284,343       3,627,781         0              0

   Steven G. Kasnet           28,438,838       6,473,286         0              0

   G. Frederick Wilkinson     29,579,966       5,332,158         0              0

2. Stockholders ratified the selection of BDO USA, LLP as independent registered public accounting firm for the fiscal year ending December 31, 2013. The votes regarding this proposal were as follows:

For Against Abstained Broker Non-Votes

77,248,032 1,259,540 263,826 0

3. Stockholders approved in a non-binding advisory vote, the compensation paid to the Company's executive officers. The votes regarding this proposal were as follows:

For Against Abstained Broker Non-Votes

27,295,066 6,110,303 1,506,755 0

4. Stockholders approved a proposed authorization to the Board to amend the Company's certificate of incorporation to effectuate a reverse stock split of its common stock at a ratio of up to and including one-for-ten, such ratio to be determined by the Board. The votes regarding this proposal were as follows:

For Against Abstained Broker Non-Votes

66,637,766 11,748,542 385,090 0

5. Stockholders approved a proposed amendment to the Company's 2008 Plan to increase the number of shares available for the grant of awards by 4,000,000 shares (on a pre-split basis), of which 800,000 may be issued in connection with restricted stock awards or stock units. The votes regarding this proposal were as follows:

For Against Abstained Broker Non-Votes

27,610,775 7,068,754 232,595 0



6. Stockholders ratified an extension of the Company's stockholder rights plan to preserve the use of the Company's net operating losses under Section 382 of the Internal Revenue Code. The votes regarding this proposal were as follows:

For Against Abstained Broker Non-Votes

33,467,627 1,258,981 185,516 0


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.

COLUMBIA LABORATORIES, INC.

By: /s/ Jonathan Lloyd Jones
Name: Jonathan Lloyd Jones
Title: Vice President & Chief Financial Officer

Date: May 2, 2013

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