Current Report Filing (8-k)
29 Septiembre 2016 - 12:10PM
Edgar (US Regulatory)
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
September
23, 2016
Date
of Report
[Date
of Earliest Event Reported]
PCS
EDVENTURES!.COM, INC.
(Exact
name of Registrant as specified in its Charter)
IDAHO
|
|
000-49990
|
|
82-0475383
|
(State
or Other Jurisdiction
|
|
(Commission
|
|
(I.R.S.
Employer
|
of
Incorporation)
|
|
File
Number)
|
|
Identification
No.)
|
345
Bobwhite Court, Suite 200
Boise,
Idaho 83706
(Address
of Principal Executive Offices)
(208)
343-3110
(Registrant’s
Telephone Number, including area code)
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 (see general instruction A.2. below):
[ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ]
Soliciting material pursuant to Rule 14-a-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))
Item
5.07 Submission of Matters to a Vote of Security Holders.
On
September 23, 2016, the Company held its 2016 Annual Meeting of Shareholders.
Four
proposals were submitted to and approved by the Company's shareholders. Of the 82,480,682 shares of common stock outstanding at
July 26, 2016 (the “Record Date”), the holders of 67,313,759 shares, representing 81.61% of the outstanding shares
entitled to vote as of the Record Date, which constituted a quorum, were represented at the meeting in person or by proxy. A quorum
is the presence, in person or by proxy, of the holders of a majority of the shares of the common stock entitled to vote. Under
Idaho law, an abstaining vote and a broker “non-vote” are counted as present and are, therefore, included for purposes
of determining whether a quorum of shares is present at the annual meeting. The proposals are described in detail in the Company's
Proxy Statement that was filed with the Securities and Exchange Commission on August 5, 2015. The final results were as follows:
PROPOSAL
#001:
|
ELECTION
OF DIRECTORS
|
DIRECTOR
NOMINEES
|
|
FOR
|
|
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WITHHELD
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|
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BROKER NON-VOTES
|
|
Todd R. Hackett
|
|
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40,943,318
|
|
|
|
276,097
|
|
|
|
25,591,544
|
|
Robert O. Grover
|
|
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40,846,384
|
|
|
|
373,031
|
|
|
|
25,591,544
|
|
Michael J. Bledsoe
|
|
|
40,945,073
|
|
|
|
274,342
|
|
|
|
25,591,544
|
|
PROPOSAL
#002:
|
RATIFY
M&K CPAS, PLLC, AS INDEPENDENT REGISTERED. PUBLIC ACCOUNTANTING FIRM
|
FOR
|
|
AGAINST
|
|
|
ABSTAIN
|
|
66,511,752
|
|
|
46,161
|
|
|
|
755,846
|
|
PROPOSAL
#003:
|
RATIFY
AMENDMENT TO THE ARTICLES OF INCORPORATION FOR INCREASE IN COMMON SHARE AUTHORIZATION FROM 100,000,000 TO 150,000,000 SHARES.
|
FOR
|
|
AGAINST
|
|
|
ABSTAIN
|
|
63,844,483
|
|
|
2,816,283
|
|
|
|
652,993
|
|
PROPOSAL
#004:
|
INCREASE
SHARES OF COMMON STOCK UNDER 2009 INCENTIVE EQUITY PLAN FROM 8,000,000 TO 10,000,000 SHARES.
|
FOR
|
|
AGAINST
|
|
|
ABSTAIN
|
|
39,428,116
|
|
|
1,548,660
|
|
|
|
242,639
|
|
The
required documentation regarding the Amendment to our Articles of Incorporation and the increase in the shares for our 2009 Equity
Compensation Plan will be filed as soon as the required documentation has been prepared and reviewed by Company’s legal
counsel, our Board of Directors and our executive officers.
SIGNATURES
Pursuant
to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this Current Report to be signed
on its behalf by the undersigned hereunto duly authorized.
PCS
EDVENTURES!.COM, INC.
Dated:
September 29, 2016
|
By:
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/s/
Robert O. Grover
|
|
|
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Robert
O. Grover
|
|
|
|
Executive
Vice President & Secretary
|
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