Washington, D.C. 20549





Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): June 13, 2018


eMagin Corporation

(Exact name of registrant as specified in its charter)


  Delaware     000-15751     56-1764501
(State or other jurisdiction
of incorporation)
    (Commission File Number)     (IRS Employer
Identification No.)


2070 Route 52, Hopewell Junction, NY 12533

(Address of principal executive offices and Zip Code)


Registrant’s telephone number, including area code (845) 838-7900


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))


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934:


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


On June 13, 2018, eMagin Corporation (the “Company”) held its Annual Meeting of Stockholders. As of April 19, 2018, the record date for the meeting, the Company had outstanding and entitled to vote 45,093,262 shares of common stock and 5,659 shares of its outstanding Series B Convertible Preferred Stock, where each such share of Series B Convertible Preferred Stock was entitled to voting rights equal to the number of shares of common stock issuable upon conversion of the Series B Convertible Preferred Stock, which was a total of 7,545,333 shares of common stock. All matters submitted to a vote of our stockholders at the annual meeting were approved and all director nominees were elected.


The certified results of each of the matters voted upon at the annual meeting, which are more fully described in our definitive proxy statement, are as follows:


(1) Election of seven (7) directors for terms expiring at the 2019 annual meeting of stockholders.


Directors  For   Withhold   Broker Non-Vote 
Christopher Brody   23,955,001    363,436    18,097,129 
Paul Cronson   23,429,674    888,763    18,097,129 
Leslie G. Polgar   23,964,060    354,377    18,097,129 
Ellen Richstone   23,910,578    407,859    18,097,129 
Andrew G. Sculley   23,963,316    355,121    18,097,129 
Stephen Seay   23,963,882    354,553    18,097,129 
Jill J. Wittels   23,909,890    408,547    18,097,129 


(2) Ratification of the appointment of RSM US LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018.


For   Against   Abstain 
 41,624,780    656,409    134,377 


There were 0 broker non-votes regarding this proposal.


(3) Approval, on a non-binding, advisory basis, of the compensation of the Company’s named executive officers as disclosed in the Company’s definitive proxy statement.


For   Against   Abstain   Broker Non-Vote 
 22,848,442    1,328,487    131,508    18,097,129 


(4) Approval, on a non-binding, advisory basis, of the frequency of future non-binding, advisory votes on the compensation of the Company’s named executive officers.


1 Year   2 Years   3 Years   Abstain   Broker Non-Vote 
 23,556,565    55,421    348,451    358,000    18,097,129 







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.


  eMagin Corporation  
Date: June 13, 2018 By: /s/ Jeffrey Lucas
  Name: Jeffrey Lucas
  Title: Chief Financial Officer