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): May 6, 2011

 

RODMAN & RENSHAW CAPITAL GROUP, INC.

(Exact name of Registrant as specified in its charter)

 

 

Delaware   001-33737   84-1374481
(State or other jurisdiction of incorporation)   (Commission File Number)   (IRS Employer Identification No.)

 

 

 

1251 Avenue of the Americas, New York, New York   10020
(Address Of Principal Executive Office)   (Zip Code)

 

Registrant’s telephone number, including area code (212) 356-0500

 

 

 
(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))



Item 5.07. Submission of Matters to Vote of Security Holders.

 

On May 6, 2010, Rodman & Renshaw Capital Group, Inc. (the “Company”) held its 2011 Annual Meeting of Stockholders. At that meeting, stockholders holding approximately 92% of the eligible votes:

 

· Re-elected each incumbent director to serve until the next annual meeting of the Company’s stockholders or until their respective successors have been duly elected and qualified; and
· Ratified the appointment of KPMG LLP as the Company’s independent auditors for the 2011 fiscal year.

 

The specific votes were as follows:

 

1. The election of directors:

NAME
VOTES
FOR
WITHHELD
Wesley K. Clark 18,298,911 1,042,170
John J. Borer III 18,957,991 383,090
Peter F. Drake 19,026,596 314,485
Marvin I. Haas 18,932,278 408,803
Michael Vasinkevich 18,972,038 369,043
Winston Churchill 18,869,821 471,260
Sam Dryden 18,932,778 408,303
Edward Rubin 19,002,682 338,399
Richard M. Cohen 19,016,625 324,456
Mark L. Friedman 18,932,928 408,153

 

2.       The ratification of KPMG LLP:

VOTES
FOR AGAINST ABSTAIN
30,371,850* 14,112 148,764

*Including 11,193,645 broker non-votes.

 

* * * * *



 

SIGNATURES

 

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 hereunto duly authorized.

 

 

 

 

 

Rodman & Renshaw Capital Group, Inc.

   

Dated: May 10, 2011

By: /s/ David J. Horin

 

     David J. Horin
     Chief Financial Officer