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ISIG Insignia Systems

Filed: 11 Jun 21, 3:38pm
 
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
 
June 10, 2021
Date of Report (Date of Earliest Event Reported)
 
Insignia Systems, Inc.
(Exact Name of Registrant as Specified in its Charter)
 
Minnesota 001-13471 41-1656308
(State of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
 
7308 Aspen Lane N, Ste 153Minneapolis, Minnesota 55428
(Address of Principal Executive Offices) (Zip Code)
 
(763) 392-6200
(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):
 
☐ 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))
 
Securities registered to Section 12(b) of the Act:
 
Title of each class Trading Symbol Name of each exchange on which registered
Common Stock, par value $0.01 per share ISIG The Nasdaq Stock Market LLC
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter):
 
☐ Emerging growth company
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
 
 
Item 5.07 
Submission of Matters to a Vote of Security Holders.
 
The 2021 Annual Meeting of Shareholders of Insignia Systems, Inc. (the “Company”) was held on June 10, 2021 and the shareholders voted on the following proposals, each as described in detail in the definitive proxy statement relating to the meeting, filed with the Securities and Exchange Commission on April 27, 2021.
 
 
1.
Election of four directors.
 
Nominee
 
For
 
 
Withheld
 
 
Broker Non-Votes
 
Jacob J. Berning  424,579   11,484   852,385 
Kristine A. Glancy  427,083   8,980   852,385 
Chad B. Johnson  425,099   10,964   852,385 
Loren A. Unterseher  426,476   9,587   852,385 
 
Based on the voting results, all four nominees were elected to serve for one year, or until their respective successor is elected.
 
 
2.
The proposal to approve, by non-binding vote, the Company’s executive compensation received advisory approval based on the following vote:
 
 
For
 
 
Against
 
 
Abstain
 
 
Broker Non-Votes
 
  414,605   17,822   3,636   852,385 
 
3.
The proposal to ratify the appointment of Baker Tilly Virchow Krause, LLP as the independent registered public accounting firm for the year ending December 31, 2021 was approved based on the following vote:
 
 
For
 
 
Against
 
 
Abstain
 
 
Broker Non-Votes
 
  1,281,531   4,882   2,035   0 
 
 
 
 
 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
Insignia Systems, Inc.                                                    
(Registrant)
  
 
Date: June 11, 2021
 
 
By:  /s/ Zackery A. Weber 
        Zackery A. Weber
        Senior Director of Financial Planning & Analysis
        (on behalf of registrant)