- Current report filing (8-K)
25 March 2010 - 7:31AM
Edgar (US Regulatory)
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):
March 18,
2010
MARTEK
BIOSCIENCES CORPORATION
(Exact name of registrant as specified in its
charter)
Delaware
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0-22354
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52-1399362
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(State or other jurisdiction of
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(Commission File
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(I.R.S. Employer
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incorporation or organization)
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Number)
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Identification No.)
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6480 Dobbin Road, Columbia
Maryland
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21045
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone
number, including area code:
(410) 740-0081
(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:
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))
INFORMATION TO BE INCLUDED IN THE
REPORT
Section 5 Corporate
Governance and Management
Item 5.07 Submission of Matters to a Vote of Security Holders.
Marteks (the Company) Annual Meeting of Stockholders (the Annual
Meeting) was held on March 18, 2010.
As of January 19,
2010, the date of record for determining the Company stockholders entitled to
vote on the proposals presented at the Annual Meeting, there were 33,278,696
shares of Company common stock issued and outstanding and entitled to vote at
the Annual Meeting. At the meeting, the
holders of 29,324,782 shares of the Companys issued and outstanding common
stock were represented in person or by proxy, constituting a quorum. The
proposals are described in detail in the Companys definitive proxy statement
filed with the Securities and Exchange Commission on February 3, 2010. The
vote results detailed below represent final results as certified by the
Inspector of Elections.
Following are descriptions of the matters voted on and the
final results of such voting:
Proposal 1: Election
of Directors:
The following members were elected to the Companys Board of
Directors to hold office for the term expiring at the 2011 Annual Meeting of
Stockholders or until their successors are elected and qualified:
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Votes For
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Votes Against
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Abstain
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Broker non-votes
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Harry J. DAndrea
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23,323,472
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171,885
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7,181
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5,822,244
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James R. Beery
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23,319,884
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174,972
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7,681
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5,822,245
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Michael G. Devine
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23,323,126
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171,806
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7,606
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5,822,244
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Steve Dubin
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23,296,446
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198,836
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7,256
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5,822,244
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Robert J. Flanagan
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23,318,642
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176,314
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7,581
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5,822,245
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Polly B. Kawalek
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23,330,142
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164,715
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7,681
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5,822,244
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Jerome C. Keller
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23,065,781
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412,323
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24,433
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5,822,245
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Douglas J.
MacMaster, Jr.
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23,234,333
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243,772
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24,433
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5,822,244
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Robert H. Mayer
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23,322,419
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172,537
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7,581
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5,822,245
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David M. Pernock
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23,324,617
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170,240
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7,681
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5,822,244
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Eugene H. Rotberg
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23,171,427
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306,352
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24,758
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5,822,245
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Proposal 2: Ratification of the appointment of Ernst &
Young LLP as the Companys independent registered public accounting firm for
the fiscal year 2010:
The proposal was approved by the following vote:
Votes For
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Votes Against
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Abstain
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Broker non-votes
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29,181,742
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110,271
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32,769
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0
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2
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.
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Martek Biosciences Corporation
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Date:
March 24, 2010
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By:
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/s/
Peter L. Buzy
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Peter
L. Buzy
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Chief Financial Officer, Treasurer and Executive Vice President for
Finance and Administration
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3
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