UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 5, 2019
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LIFEVANTAGE CORPORATION (Exact name of registrant as specified in its charter) | ||||||||||||||
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Delaware | 001-35647 | 90-0224471 | ||||||||||||
(State or other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
9785 S. Monroe Street, Suite 400, Sandy, UT 84070 | ||||||||||||||
(Address of Principal Executive Offices and Zip Code) | ||||||||||||||
Registrant’s telephone number, including area code: (801) 432-9000 | ||||||||||||||
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| 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 | |||||
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | ||||
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | ||||
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | ||||
| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | ||||
Securities registered pursuant to Section 12(b) of the Act:
Common Stock, par value $0.0001 | LFVN | The Nasdaq Stock Market LLC | ||||||||||||
Title of each class | Trading symbol(s) | Name of each exchange on which registered | ||||||||||||
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 o
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. o
Item 5.07. Submission of Matters to a Vote of Security Holders
LifeVantage Corporation (the “Company”) held its fiscal 2020 annual meeting of stockholders on December 5, 2019 (the “Annual Meeting”). Of the 14,034,015 shares of the Company’s common stock outstanding as of the record date, 11,390,583 shares, or 81.16% were represented at the Annual Meeting either in person or by proxy. The following proposals were submitted to a vote of the Company’s stockholders at the Annual Meeting:
1. To elect the following seven director nominees to the Company’s board of directors to hold office until the Company’s fiscal 2021 annual meeting of stockholders or until their respective successors are elected and qualified:
Mr. Darren Jensen | Mr. Vinayak R. Hegde | ||||||||||
Mr. Michael A. Beindorff | Mr. Darwin K. Lewis | ||||||||||
Ms. Erin Brockovich | Mr. Garry Mauro | ||||||||||
Mr. Raymond B. Greer | |||||||||||
2. To approve, on an advisory basis, a resolution approving the compensation of the Company’s named executive officers; and
3. To ratify the selection of WSRP, LLC as the Company’s independent registered public accounting firm for the Company’s fiscal year ending June 30, 2020.
The proposals submitted to a vote of the Company’s stockholders at the Annual Meeting are more fully described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission (the “SEC”) on October 18, 2019.
The final voting results of each proposal were as follows:
Proposal 1 – Election of Directors: The Company’s stockholders elected each of the seven director nominees listed above to the Company’s board of directors to serve until the Company’s fiscal 2021 annual meeting of stockholders or until their respective successors are elected and qualified. Votes cast were as follows:
For | Against | Abstain | Broker Non-Votes | |||||||||||||||||||||||
Mr. Darren Jensen | 6,536,021 | 33,970 | 74,951 | 4,745,641 | ||||||||||||||||||||||
Mr. Michael A. Beindorff | 6,498,944 | 71,396 | 74,602 | 4,745,641 | ||||||||||||||||||||||
Ms. Erin Brockovich | 6,560,427 | 9,724 | 74,791 | 4,745,641 | ||||||||||||||||||||||
Mr. Raymond B. Greer | 6,454,896 | 112,503 | 77,543 | 4,745,641 | ||||||||||||||||||||||
Mr. Vinayak R. Hegde | 6,483,067 | 85,762 | 76,113 | 4,745,641 | ||||||||||||||||||||||
Mr. Darwin K. Lewis | 6,545,237 | 23,685 | 76,020 | 4,745,641 | ||||||||||||||||||||||
Mr. Garry Mauro | 6,493,547 | 75,402 | 75,993 | 4,745,641 | ||||||||||||||||||||||
Proposal 2 – Approval of Compensation of the Company’s Named Executive Officers. The Company’s stockholders approved, on an advisory and non-binding basis, the compensation of the Company’s named executive officers. Votes cast were as follows:
For | Against | Abstain | Broker Non-Votes | |||||||||||||||||
3,590,886 | 2,760,288 | 293,768 | 4,745,641 | |||||||||||||||||
Proposal 3 – Ratification of Selection of Independent Registered Public Accounting Firm: The Company’s stockholders ratified the selection of WSRP, LLC as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2020. Votes cast were as follows:
For | Against | Abstain | ||||||||||||
11,255,472 | 17,597 | 117,514 | ||||||||||||
SIGNATURE
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.
Date: December 10, 2019 | LIFEVANTAGE CORPORATION By: /s/ Steven R. Fife Name: Steven R. Fife Title: Chief Financial Officer | ||||