f8k_052815.htm
UNITED-STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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):    May 13, 2015
 
UNITED-GUARDIAN, INC.
(Exact name of Registrant as Specified in Charter)
 
DELAWARE
1-10526
11-1719724
(State or Other Jurisdiction
of Incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
  
230 Marcus Boulevard, Hauppauge, New York
11788
(Address of Principal Executive Offices)
(Zip Code)
 
Registrant's telephone number, including area code:    (631) 273-0900
 
                                    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:
 
¨   
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 2015 Annual Meeting of Stockholders (the “Annual Meeting”) of the Company was held on May 13, 2015. The voting results for each of the proposals submitted to a vote of the stockholders of the Company at the Annual Meeting are set forth below.

Election of Directors: The Company’s stockholders elected the Board’s nominees as Directors of the Company by the following vote:

Name
Votes For
Votes Withheld
Broker Non-Votes
Robert S. Rubinger
2,373,269
375,474
1,582,384
Kenneth H. Globus
2,399,900
348,843
1,582,384
Lawrence F. Maietta
2,387,248
361,495
1,582,384
Arthur Dresner
2,678,231
70,512
1,582,384
Andrew A. Boccone
2,694,501
54,242
1,582,384
Christopher W. Nolan, Sr.
2,696,624
52,119
1,582,384
 
Vote on the Appointment of Baker Tilly Virchow Krause, LLP as the Independent Registered Public Accountants of the Company for the Fiscal Year Ending December 31, 2015:  The Company’s stockholders approved the proposal by the following vote:

Votes For
Votes Against
Abstentions
Broker Non-votes
4,261,450
65,376
4,301
N/A
 
Approval, on an advisory basis, of the compensation of the Company’s name executive officers:

Votes For
Votes Against
Abstentions
Broker Non-votes
2,659,080
83,431
6,232
1,582,384
 
Shareholder Proposal – Proxy Access for Stockholders:

Votes For
Votes Against
Abstentions
Broker Non-votes
318,369
2,414,294
16,080
1,582,384
 
 
 
 
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 thereunto duly authorized.
 
 
UNITED-GUARDIAN, INC.
 
 
By:        /s/ Kenneth H. Globus
Name:   Kenneth H. Globus
Title:     President
 
May 13, 2015