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TINY > SEC Filings for TINY > Form 8-K on 2-May-2014All Recent SEC Filings

Show all filings for HARRIS & HARRIS GROUP INC /NY/

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


2-May-2014

Submission of Matters to a Vote of Security Holders


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

On May 1, 2014, Harris & Harris Group, Inc. (the "Company") held its Annual Meeting of Shareholders to (1) elect eight 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 2013 Proxy Statement. As of the record date, the Company had 31,197,438 shares of common stock outstanding (32,728,316 shares including restricted stock with voting rights).

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

Nominees                    For       Withheld   Broker Non-Votes
W. Dillaway Ayres, Jr.   13,818,329   704,471       13,189,639
Dr. Phillip A. Bauman    13,836,765   686,035       13,189,639
Stacy R. Brandon         13,984,965   537,835       13,189,639
Douglas W. Jamison       13,974,333   548,467       13,189,639
Lucio L. Lanza           13,976,114   546,686       13,189,639
Charles E. Ramsey        13,746,718   776,082       13,189,639
Richard P. Shanley       13,824,864   697,936       13,189,639
Bruce W. Shewmaker       13,896,308   626,492       13,189,639

Pursuant to the foregoing votes, the eight 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, 2014:

For Against Abstain Broker Non-Vote 27,184,846 379,305 148,288 0

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

For Against Abstain Broker Non-Vote 13,252,753 904,828 365,219 13,189,639

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