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KIPS > SEC Filings for KIPS > Form 8-K on 24-May-2013All Recent SEC Filings

Show all filings for KIPS BAY MEDICAL, INC. | Request a Trial to NEW EDGAR Online Pro

Form 8-K for KIPS BAY MEDICAL, INC.


24-May-2013

Submission of Matters to a Vote of Security Holders


Item 5.07 Submission of Matters to a Vote of Security Holders

The 2013 Annual Meeting of Stockholders of Kips Bay Medical, Inc. (the "Company") was held on May 22, 2013.

The final voting results on each of the matters submitted to a vote of the stockholders at the Annual Meeting are set forth below:

Proposal 1 - The stockholders elected each of the four nominees to the Board of Directors to serve for one-year terms or until their successors are elected and qualified, as follows:

                           For       Withheld    Broker Non-Vote
Robert E. Munzenrider   14,483,042   1,019,279         5,272,994
Robert J. Sheehy        14,493,542   1,008,779         5,272,994
Arch C. Smith           15,492,366       9,955         5,272,994
Manny Villafana         15,492,341       9,980         5,272,994

Proposal 2 - The stockholders approved the Kips Bay Medical, Inc. 2013 Equity Incentive Plan.

For Against Abstain Broker Non-Vote 15,426,682 46,469 29,170 5,272,994

Proposal 3 - The stockholders ratified the appointment of Ernst & Young, LLP as the Company's independent registered public accounting firm for 2013.

For Against Abstain Broker Non-Vote 20,706,439 67,776 1,100 0

Proposal 4 - The stockholders approved, by non-binding vote, the compensation paid to the Company's Named Executive Officers.

For Against Abstain Broker Non-Vote 15,422,932 47,879 31,510 5,272,994

Proposal 5 - Determine, by non-binding vote, whether an advisory vote on the compensation paid to the Company's Named Executive Officers will occur every 1, 2 or 3 years.

                                             Broker Non-
 1 Year      2 Years     3 Years   Abstain      Vote
1,746,712   13,654,749    57,880    42,980     5,272,994

Accordingly, the frequency of two years received the most votes from stockholders, on an advisory basis.


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