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): May 3, 2018

 

 

 

CLEARSIGN COMBUSTION CORPORATION

(Exact name of registrant as specified in Charter)

 

Washington   001-35521   26-2056298

(State or other jurisdiction of

incorporation or organization)

   (Commission File No.)   (IRS Employee Identification No.)

 

12870 Interurban Avenue South

Seattle, Washington 98168

(Address of Principal Executive Offices)

 

206-673-4848

(Issuer Telephone number)

 

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 below).

 

¨   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 CFR240.14a-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-(c) under the Exchange Act (17 CFR 240.13(e)-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 (§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 5.07Submission of Matters to a Vote of Security Holders.

 

The following are the voting results on each matter submitted to the stockholders at the ClearSign Combustion Corporation (the “Company”) Annual Stockholder Meeting held on May 3, 2018. The proposals below are described in detail in the Company’s proxy statement which was filed with the Securities and Exchange Commission on April 18, 2018. At the annual meeting, the following proposals were approved.

 

1.Each of the following nominees was elected to serve as a director until the election and qualification of his or her successor.

 

Nominee Name   For   Withheld   Broker Non-Votes
             
Stephen E. Pirnat   4,261,718   820,440   11,878,175
Lon E. Bell, Ph.D.   4,309,503   772,655   11,878,175
Scott P. Isaacson   4,307,099   775,059   11,878,175
Jeffrey L. Ott   4,320,109   762,049   11,878,175
Susanne Meline   4,421,511   660,647   11,878,175

 

2.Approve, on an advisory basis, Gumbiner Savett Inc. as the Company’s independent registered public accounting firm for the year ended December 31, 2018.

 

For   Against   Abstentions   Broker Non-Votes
             
16,474,876   453,292   32,165   0

 

3.Approve, on an advisory basis, the compensation paid to the Company’s named executive officers.

 

For   Against   Abstentions   Broker Non-Votes
             
3,223,683   1,795,517   62,958   11,878,175

 

4.Vote, on an advisory basis, on the frequency of future advisory votes to approve executive compensation.

 

One Year   Two Years   Three Years   Abstentions
             
4,814,296   80,243   106,822   80,797

 

 

SIGNATURE

 

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.

 

Dated: May 4, 2018

 

  CLEARSIGN COMBUSTION CORPORATION  
     
     
  By:  /s/ Brian Fike  
    Brian Fike
Interim Chief Financial Officer