Current Report


 

 

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):  January 17, 2014


GelTech Solutions, Inc.

(Exact name of registrant as specified in its charter)


Delaware

000-52993

56-2600575

(State or Other Jurisdiction

(Commission

(I.R.S. Employer

of Incorporation)

File Number)

Identification No.)


1460 Park Lane South, Suite 1

Jupiter, Florida 33458

(Address of Principal Executive Office) (Zip Code)


(561) 427-6144

(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:

¨ 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.


On January 17, 2014, GelTech Solutions, Inc. held its 2014 annual shareholders meeting and the results of each of the proposals are listed below.  


Proposal

For

Against

Withheld

Abstain

Broker Non-Vote

(1)

To elect the following as directors:

 

 

 

 

 

     

 

 

 

 

 

Michael Becker

15,973,955

 

124,180

 

11,934,747

Peter Cordani

15,943,612

 

154,523

 

 

Michael Cordani

15,933,282

 

164,853

 

 

Leonard Mass

15,983,455

 

114,680

 

 

Phil O’Connell, Jr.

15,956,280

 

141,855

 

 

Neil Reger

15,946,937

 

151,198

 

 

(2)

To increase the number of authorized shares of common stock

23,195,421

4,787,251

 

50,210

Not applicable

(3)

To approve and ratify the adoption of the 2007 Equity Incentive Plan

14,566,874

1,368,897

 

162,364

11,934,747

(4)

To approve a reverse split of GelTech’s common stock at a ratio of:

 

 

 

 

 

(a)

1-for-2

22,616,582

5,233,374

 

182,926

Not applicable

(b)

1-for-5

11,192,282

16,668,844

 

171,156

Not applicable

(c)

Anywhere in between 1-for-2 and 1-for-5

10,972,918

16,692,573

 

367,391

Not applicable

(5)

To approve of GelTech’s Named Executive Officer Compensation

15,301,462

380,322

 

416,351

11,934,747

 

1 Year

2 Years

3 Years

Abstain

Broker Non Votes

6)

To approve an advisory vote on the frequency of the advisory vote on executive compensation

1,324,817

11,410,083

3,190,553

172,682

Not applicable

 

For

Against

Withheld

Abstain

Broker Non-Vote

(7)

To ratify the appointment of GelTech’s independent registered public accounting firm for Fiscal 2014.

27,667,724

217,119

Not applicable

148,039

Not applicable


At the meeting there were 35,450,583 shares entitled to vote and 28,032,882 shares (79.07%) were represented at the meeting in person or by proxy.  Immediately following the annual meeting, our Board of Directors (the “Board”) was comprised of all of the nominees listed above.  Except for Proposals 4(b) and 4(c), all of the proposals were approved.  Based on the Board’s recommendation and the voting results with respect to the advisory vote on the frequency of the advisory vote on executive compensation, the Board resolved that GelTech will hold an advisory vote on executive compensation every two years.





SIGNATURES

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.


 

GELTECH SOLUTIONS, INC.

 

 

 

 

 

January 17, 2014

By:  

/s/ Michael Hull

 

         

 

Michael Hull, Chief Financial Officer