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TINY > SEC Filings for TINY > Form 8-K on 3-May-2013All Recent SEC Filings

Show all filings for HARRIS & HARRIS GROUP INC /NY/ | Request a Trial to NEW EDGAR Online Pro

Form 8-K for HARRIS & HARRIS GROUP INC /NY/


3-May-2013

Submission of Matters to a Vote of Security Holders


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

On May 2, 2013, Harris & Harris Group, Inc. (the "Company"), held its Annual Meeting of Shareholders to (1) elect seven directors, (2) approve the selection of PricewaterhouseCoopers LLP as the independent registered public accountant, and (3) cast an advisory vote on executive compensation as described in the Compensation Discussion & Analysis and the accompanying tabular and narrative disclosure as included in the Proxy Statement. At the close of business on the record date, March 13, 2013, an aggregate of 31,116,811 shares of common stock were issued and outstanding.

Proposal 1. The election of seven directors to the Board of Directors:

       Nominees           For      Withheld   Broker Non-Votes
W. Dillaway Ayres, Jr. 12,145,041   750,290      14,626,603
Dr. Phillip A. Bauman  12,112,714   782,617      14,626,603
Douglas W. Jamison     12,196,959   698,372      14,626,603
Lucio L. Lanza         11,338,424 1,556,907      14,626,603
Charles E. Ramsey      12,130,031   765,300      14,626,603
Richard P. Shanley     12,209,191   686,140      14,626,603
Bruce W. Shewmaker     12,206,621   688,710      14,626,603

Pursuant to the foregoing votes, the seven nominees listed above were elected to serve on the Company's Board of Directors. A broker non-vote occurs when a broker holding shares for a beneficial owner does not vote on a particular proposal because the broker does not have discretionary voting power for that particular item and has not received instructions from the beneficial owner or other persons entitled to vote.

Proposal 2. To ratify, confirm and approve the Audit Committee's selection of PricewaterhouseCoopers LLP as the independent registered public accountant for the fiscal year ending December 31, 2012:

For Against Abstain Broker Non-Vote 26,671,661 344,261 506,012 0

Proposal 3. To approve, on an advisory basis, the Company's executive compensation:

For Against Abstain Broker Non-Vote 11,657,905 989,293 248,132 14,626,604

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