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
May 23, 2016
Date of Report (Date of earliest event reported)
BALLANTYNE STRONG, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 1-13906 | 47-0587703 | ||
| (State or other jurisdiction of | (Commission | (IRS Employer | ||
| incorporation or organization) | File No.) | Identification Number) |
| 13710 FNB Parkway, Suite 400 | ||
| Omaha, Nebraska | 68154 | |
| (Address of principal executive offices) | (Zip Code) |
(402) 453-4444
(Registrant’s telephone number including area code)
Not Applicable
(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 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)) |
Item 5.07 Submission of Matters to a Vote of Security Holders
The Company held its Annual Meeting of Stockholders on May 23, 2016. There were issued and outstanding and entitled to vote at the Annual Meeting 14,291,014 shares of common stock. There were present, in person or by proxy, 13,727,503 shares representing approximately 96.06% of the common stock issued and outstanding and entitled to vote. The matters set forth below were voted upon, which the results as indicated:
Proposal No. 1 – Election of Directors:
The Inspector of Elections certified the following vote tabulations for the eight nominees for election to the Board of Directors, all of whom were elected:
| For | Withheld | Broker Non-Votes | ||||||||||
| D. Kyle Cerminara | 9,884,439 | 681,465 | 3,161,599 | |||||||||
| Samuel C. Freitag | 10,288,190 | 277,714 | 3,161,599 | |||||||||
| Charles T. Lanktree | 10,295,320 | 270,584 | 3,161,599 | |||||||||
| William J. Gerber | 10,295,750 | 270,154 | 3,161,599 | |||||||||
| James C. Shay | 10,294,350 | 271,554 | 3,161,599 | |||||||||
| Ndamukong Suh | 9,895,585 | 670,319 | 3,161,599 | |||||||||
| Lewis M. Johnson | 9,735,245 | 830,659 | 3,161,599 | |||||||||
| Robert J. Roschman | 10,295,750 | 270,154 | 3,161,599 | |||||||||
Proposal No. 2 – Advisory Vote on Executive Compensation:
The Inspector of Elections certified the following advisory vote tabulations for the non-binding resolution to approve the compensation of the Company’s Named Executive Officers, as described in the Company’s Proxy Statement:
| For | Against | Abstain | Broker Non-Votes | |||||||||||
| 9,846,258 | 708,892 | 10,754 | 3,161,599 | |||||||||||
Proposal No. 3 – Ratification of Appointment of Independent Auditors:
The Inspector of Elections certified the following vote tabulations for the proposal to ratify the appointment of KPMG LLP as the Company’s independent auditors for the fiscal year ending December 31, 2016.
| For | Against | Abstain | ||||||||
| 12,822,529 | 887,991 | 16,983 | ||||||||
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| BALLANTYNE STRONG, INC. | ||
| Date: May 24, 2016 | By: | /s/ Nathan D. Legband |
| Nathan D. Legband | ||
| Senior Vice President, Chief Financial Officer and Treasurer | ||