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): | July 28, 2015 |
| Exact Name of
Registrant as Specified in Its Charter: |
CALAMP CORP. |
| DELAWARE | 0-12182 | 95-3647070 | ||
| State or Other Jurisdiction of | Commission | I.R.S. Employer | ||
| Incorporation or Organization | File Number | Identification No. |
| Address of Principal Executive Offices: | 1401 N. Rice Avenue | |
| Oxnard, CA 93030 |
| Registrant's Telephone Number, Including | ||
| Area Code: | (805) 987-9000 |
| Former Name or Former Address, | ||
| if Changed Since Last Report: | Not applicable |
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 240.14.a-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’s 2015 Annual Meeting of Stockholders (the “Annual Meeting”) was held on July 28, 2015. As of the record date for the Annual Meeting, June 5, 2015, there were 36,229,759 shares of common stock issued, outstanding and entitled to vote at the Annual Meeting.
At the Annual Meeting, seven directors stood for reelection to a one year term expiring at the fiscal 2015 Annual Meeting. All seven of the director nominees were reelected under the Registrant’s plurality voting method. The results of the election of directors are summarized as follows:
| Broker | ||||||
| For | Withheld | Non-Votes | ||||
| A.J. "Bert" Moyer | 20,257,820 | 405,069 | 11,590,321 | |||
| Kimberly Alexy | 20,293,565 | 369,324 | 11,590,321 | |||
| Michael Burdiek | 20,361,787 | 301,102 | 11,590,321 | |||
| Jeffery Gardner | 20,388,669 | 274,220 | 11,590,321 | |||
| Amal Johnson | 20,379,747 | 283,142 | 11,590,321 | |||
| Jorge Titinger | 19,820,820 | 842,069 | 11,590,321 | |||
| Larry Wolfe | 20,389,385 | 273,504 | 11,590,321 |
In addition to the election of directors, the results of voting on other matters at the 2015 Annual Meeting are summarized as follows:
| Broker | |||||||||
| Proposal 2: | For | Against | Abstain | Non-Votes | |||||
| Advisory vote on executive | |||||||||
| compensation (“say on pay”) | 19,666,576 | 805,145 | 191,168 | 11,590,321 | |||||
| Broker | |||||||||
| Proposal 3: | For | Against | Abstain | Non-Votes | |||||
| Ratification of SingerLewak | |||||||||
| as the Company’s independent | |||||||||
| auditing firm for fiscal 2016 | 31,856,071 | 190,548 | 206,591 | - | |||||
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be filed on its behalf by the undersigned hereunto duly authorized.
| CALAMP CORP. | |||||
| July 29, 2015 | By: | /s/ Richard Vitelle | |||
| Date | Richard Vitelle, | ||||
| Executive Vice President and CFO | |||||
| (Principal Financial Officer) | |||||