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SLP > SEC Filings for SLP > Form 8-K on 27-Feb-2014All Recent SEC Filings

Show all filings for SIMULATIONS PLUS INC



Submission of Matters to a Vote of Security Holders, Other Events, Financial

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

On February 25, 2014, Simulations Plus, Inc., a California corporation (the "Company"), held its annual meeting of shareholders (the "Annual Meeting"). The following proposals were submitted to a vote of security holders at the meeting.

1. Proposal No. 1: To elect to the Board of Directors five (5) directors, to serve until the next Annual Meeting of Shareholders of the Company or until their successors are elected and qualified, subject to prior death, resignation or removal.

2. Proposal No. 2: To ratify the appointment of Rose, Snyder and Jacobs as our independent registered public accounting firm for the Company for the fiscal year ending August 31, 2014.

3. Proposal No. 3: Approval of Amendment to 2007 Stock Option Plan, to amend the Company 2007 stock Option Plan to increase the number of shares issuable under the Plan.

4. Proposal No. 4: Advisory Vote to Approve on an advisory, non-binding basis named executive officer compensation

5. Proposal No. 5: To Approve on an advisory, non-binding basis the frequency of the shareholder advisory vote on executive compensation

The above proposals were approved and the results of the balloting at the meeting are summarized in the following tables.

Votes Against Votes Votes Broker-Non Total Proposal Votes For Abstaining Withheld votes (a)
(1) Walter Woltosz 10,355,173 50,698 4,351,891 14,757,762
(1) Virginia Woltosz 10,323,059 82,812 4,351,891 14,757,762
(1) Dr. David Z. 10,036,198 369,673 4,351,891 14,757,762 D'Argenio
(1) Harold W. 10,007,198 398,673 4,351,891 14,757,762 Rosenberger
(1) Dr. David Ralph 10,006,998 398,873 4,351,891 14,757,762 Appointment of
(2) Rose, Snyder and 14,677,159 63,145 17,458 14,757,762 Jacobs
(3) Amendment to 2007 8,108,479 1,715,231 582,161 4,351,891 14,757,762 Stock Option Plan Advisory Vote
(4) to Approve Named 10,277,271 82,580 46,020 4,351,891 14,757,762 Executive Officer Compensation

                 Proposal                                         Broker-Non   Total
                                       1 year   2 years  3 years    votes       (a)
         Frequency of Shareholder
(5)     Advisory Vote on Executive    2,063,549 86,005  7,912,454 4,687,754  14,749,762

(a) Total Proxy Shares on record date on December 31, 2013 16,073,894 out of which 14,757,762 shares were reported.

Item 8.01 Other Events

On February 25, 2014, the Company held its annual meeting of shareholders. A copy of PowerPoint presentation for the meeting are attached hereto as Exhibit 99.1 and is incorporated herein by reference.

This report on Form 8-K (the "Report"), including the disclosures set forth herein, contains certain forward-looking statements that involve substantial risks and uncertainties. When used herein, the terms "anticipates," "expects," "estimates," "believes" and similar expressions, as they relate to us or our management, are intended to identify such forward-looking statements.

Forward-looking statements in this Report or hereafter, including in other publicly available documents filed with the Securities and Exchange Commission (the "Commission"), reports to the stockholders of Simulations Plus, Inc., a California corporation (the "Company" or "us," "our" or "we") and other publicly available statements issued or released by us involve known and unknown risks, uncertainties and other factors which could cause our actual results, performance (financial or operating) or achievements to differ from the future results, performance (financial or operating) or achievements expressed or implied by such forward-looking statements. Such future results are based upon management's best estimates based upon current conditions and the most recent results of operations. These risks include, but are not limited to, the risks set forth herein and in such other documents filed with the Commission, each of which could adversely affect our business and the accuracy of the forward-looking statements contained herein. Our actual results, performance or achievements may differ materially from those expressed or implied by such forward-looking statements.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

99.1 Power Point Presentation on February 25, 2014.

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