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
August 2, 2016
Date of Report (Date of earliest event reported)
SUMMER INFANT, INC.
(Exact Name of Registrant as Specified in Charter)
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DELAWARE |
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001-33346 |
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20-1994619 |
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(State or Other |
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(Commission File Number) |
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(IRS Employer |
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Jurisdiction of Incorporation) |
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Identification No.) |
1275 PARK EAST DRIVE
WOONSOCKET, RHODE ISLAND 02895
(Address of Principal Executive Offices) (Zip Code)
(401) 671-6550
(Registrant’s telephone number, including area code)
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 (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.07. Submission of Matters to a Vote of Security Holders.
On August 3, 2016, Summer Infant, Inc. (the “Company”) held its 2016 Annual Meeting of Stockholders (the “Annual Meeting”). Set forth below are the matters submitted at the Annual Meeting by the Company’s Board of Directors to a vote of the Company’s stockholders and the final results of the voting for each proposal.
Proposal 1: Election of Directors
Each of the following nominees for director was elected based on the following vote:
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Nominee |
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For |
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Against |
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Abstained |
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Broker Non-Votes |
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Marty Fogelman |
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12,179,548 |
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2,084,949 |
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4,002 |
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2,400,294 |
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Robin Marino |
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12,176,595 |
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1,995,560 |
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96,344 |
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2,400,294 |
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Alan Mustacchi |
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12,651,730 |
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1,612,667 |
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4,102 |
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2,400,294 |
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Robert Stebenne |
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12,626,630 |
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1,617,867 |
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24,002 |
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2,400,294 |
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Stephen J. Zelkowicz |
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12,189,648 |
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1,982,607 |
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96,244 |
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2,400,294 |
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Proposal 2: Approval, on an Advisory Basis, of Named Executive Officer Compensation
The compensation of the Company’s named executive officers for 2015 was approved by a non-binding advisory vote based on the following vote:
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For |
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Against |
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Abstained |
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Broker Non-Votes |
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12,522,299 |
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1,635,765 |
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110,435 |
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2,400,294 |
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Proposal 3: Ratification of Appointment of RSM US LLP as Independent Auditor
The appointment of RSM US LLP as the independent auditor of the Company for the fiscal year ending December 31, 2016 was ratified based on the following vote:
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For |
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Against |
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Abstained |
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16,106,995 |
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558,136 |
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3,662 |
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Item 8.01. Other Events.
On August 2, 2016, the Company’s Board of Directors elected Robin Marino as the independent Chairwoman of the Board, and also approved the appointment of Alan Mustacchi as a member of the Nominating/Governance Committee of the Board.
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.
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SUMMER INFANT, INC. | |
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Date: August 4, 2016 |
By: |
/s/ William E. Mote, Jr. |
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William E. Mote, Jr. |
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Chief Financial Officer |