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JOEZ > SEC Filings for JOEZ > Form 8-K on 13-May-2014All Recent SEC Filings

Show all filings for JOE'S JEANS INC.

Form 8-K for JOE'S JEANS INC.


13-May-2014

Submission of Matters to a Vote of Security Holders


ITEM 5.07 Submission of Matters to a Vote of Security Holders

Results of Annual Meeting of Stockholders

On March 14, 2014, Joe's Jeans Inc. ("we," "our," "us," or the "Company") filed a Definitive Proxy Statement on Schedule 14A with the Securities and Exchange Commission ("SEC") relating to an annual meeting of our stockholders to be held on May 8, 2014.

The Board of Directors fixed the close of business on March 14, 2014 as the record date for identifying those stockholders entitled to notice of, and to vote, at the annual meeting. On March 17, 2014, the notice of annual meeting, proxy statement and proxy cards were first mailed to stockholders along with the Company's Annual Report on Form 10-K for the fiscal year ended November 30, 2013 and its Current Report on Form 8-K filed on October 4, 2013 and Amendment No. 1 to our Current Report on Form 8-K/A filed on December 6, 2013. On April 10, 2014, the Company filed Definitive Additional Materials on Schedule 14A with the SEC withdrawing Proposal 4 from the agenda for the annual meeting. On April 11, 2014, the definitive additional materials were first mailed to stockholders. On May 8, 2014, the Company conducted its annual meeting of stockholders and Proposals 1, 3, 5 and 6 were approved, Proposal 2 was not approved and Proposal 4 was not voted upon since it was removed from the agenda for the annual meeting.

On May 8, 2014, 48,428,906 shares were represented in person or by proxy at the meeting, which reflected approximately 70% of total shares outstanding. The vote totals on the proposals were as follows:

                                     For       Withheld    Broker Non-Votes
1. Election of eight directors:
Samuel J. Furrow                  17,403,488   4,415,149         26,610,269

Marc B. Crossman                  17,776,557   4,042,080         26,610,269

Joanne Calabrese                  18,141,524   3,677,113         26,610,269

Joe Dahan                         18,657,541   3,161,096         26,610,269

Kelly Hoffman                     18,591,683   3,226,954         26,610,269

Peter Kim                         18,384,401   3,434,236         26,610,269

Suhail R. Rizvi                   19,286,270   2,532,367         26,610,269

Kent Savage                       17,806,036   4,012,601         26,610,269




                                                                              Broker
                                       For         Against      Abstain     Non-Votes

2. Approval of an amendment to
our Seventh Amended and Restated
Certificate of Incorporation to
increase the amount of
authorized shares of our common
stock from 100 million to
120 million in order to permit
the issuance of the common stock
upon conversion of the Buyer
Notes issued in connection with
our acquisition of Hudson.          19,028,496    2,674,239      115,902    26,610,269




                                                                              Broker
                                       For         Against      Abstain     Non-Votes

3. Approval, under applicable
NASDAQ Listing Rules, of the
issuance of common stock upon
conversion of the Buyer Notes
issued in connection with our
acquisition of Hudson in excess
of 19.99% of the common stock
outstanding prior to such
issuance.                           19,167,041    2,508,298      143,298    26,610,269




                                                                              Broker
                                       For         Against      Abstain     Non-Votes

5. Approval of compensation to
named executive officers.           16,647,541    3,658,554    1,512,542    26,610,269




                                              For          Against        Abstain

6. Appointment of Ernst & Young LLP as
independent registered public
accounting firm for the fiscal year
ending November 30, 2014.                  42,457,154      5,099,333        872,419


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