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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________
 
FORM 8-K
______________
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported): June 1, 2018 (June 1, 2018)
______________
 
Issuer Direct Corporation
(Exact name of registrant as specified in its charter)
______________
 
Delaware
1-10185
26-1331503
(State or other jurisdiction
(Commission
(I.R.S. Employer
of incorporation)
File Number)
Identification No.)
 
500 Perimeter Park Drive, Suite D, Morrisville, NC 27560
(Address of principal executive offices) (Zip Code)
 
Registrant’s telephone number, including area code (919) 481-4000
 
N/A
(Former name or former address, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Indicate by check mark whether the registrant is an emerging growth company as defined in in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
Emerging growth company    
 
If an emerging growth company, indicate by checkmark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.     
 

 
 
 
Item 5.07.     Submission of Matters to a Vote of Security Holders.
 
On June 1, 2018, Issuer Direct Corporation (the “Company”) held its 2018 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, there were 1,982,238 shares of common stock represented in person or by proxy of the 3,062,120 shares of common stock entitled to be cast, constituting a quorum. The Company's stockholders approved the three proposals listed below, which proposals are described in detail in the Company's definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on April 20, 2018 (the “Proxy Statement”). The final votes on the proposals presented at the Annual Meeting are as follows:
 
 
PROPOSAL 1: TO ELECT FIVE (5) DIRECTORS TO SERVE UNTIL THE NEXT ANNUAL MEETING OR UNTIL THEIR SUCCESSORS ARE DULY ELECTED AND QUALIFIED.
 
 
 
Number of Votes Entitled
to be Cast
 
 
Votes For
 
 
Votes Against
 
 
Broker Non Votes
 
Brian R. Balbirnie
  3,062,120 
  1,812,470
  114,003
  - 
William H. Everett
  3,062,120 
  1,883,593
  42,879
  - 
Eric Alan Frank
  3,062,120 
  1,886,437
  40,035
  - 
J. Patrick Galleher
  3,062,120 
  1,886,437
  40,035
  - 
Michael Nowlan
  3,062,120 
  1,886,437
  40,035
  - 
 
 
PROPOSAL 2: AN ADVISORY VOTE ON EXECUTIVE COMPENSATION AS DISCLOSED IN THE PROXY STATEMENT.
 
Number of Votes Entitled to be Cast
 
Votes For
 
Votes Against
 
Votes Abstaining
3,062,120
 
1,924,653
 
323
 
1,497
 
 
PROPOSAL 3: TO RATIFY THE APPOINTMENT BY THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS OF CHERRY BEKAERT, LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2018.
 
Number of Votes Entitled to be Cast
 
Votes For
 
Votes Against
 
Votes Abstaining
3,062,120
 
1,982,231
 
7
 
-
 
 
 
 
 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
 
 
Issuer Direct Corporation
 
 
 
 
 
Date: June 1, 2018
By:  
/s/ Brian R. Balbirnie 
 
 
 
Brian R. Balbirnie 
 
 
 
Chief Executive Officer