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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) September 23, 2021 (September 22, 2021)

 

SUMMIT WIRELESS TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-38608   30-1135279
(State or other jurisdiction
of Incorporation)
  (Commission
File Number)
  (IRS Employer
Identification Number)

  

6840 Via Del Oro Ste. 280

San Jose, CA

  95119
(Address of registrant’s principal executive office)   (Zip code)

 

(408) 627-4716

(Registrant’s telephone number, including area code)

 

N/A

(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 (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 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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading symbol(s)   Name of each exchange on which
registered
Common Stock, par value $0.0001 per share   WISA   The Nasdaq Capital Market

 

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 x

 

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 September 22, 2021, Summit Wireless Technologies, Inc. (the “Company”) held its 2021 Annual Meeting of Stockholders (the “Annual Meeting”). Set forth below are the two proposals that were voted on at the Annual Meeting and the stockholder votes on each such proposal, as certified by the inspector of elections for the Annual Meeting. These proposals are described in further detail in the Definitive Proxy Statement filed with the U.S. Securities and Exchange Commission on August 17, 2021.

 

As of the close of business on July 27, 2021, the record date for the Annual Meeting, there were an aggregate of 15,281,797 shares of the Company’s common stock, par value $0.0001 per share (“Common Stock”) issued, outstanding and entitled to vote. Stockholders holding an aggregate of 9,230,292 shares of Common Stock were present at the Annual Meeting, in person or represented by proxy, which number constituted a quorum.

 

Proposal 1 – The seven (7) nominees named in the Proxy Statement were elected to serve as directors until the Company’s 2022 Annual Meeting of Stockholders and until their successors are elected and qualified or until their earlier resignation or removal. The final voting results with respect to the election of each such nominee were as follows:

 

Nominee   For   Withheld  
Brett Moyer   2,935,381   10,995  
Dr. Jeffrey M. Gilbert   2,936,810   9,566  
Helge Kristensen   2,882,256   64,120  
Lisa Cummins   2,464,606   481,770  
Robert Tobias   2,928,852   17,524  
Sriram Peruvemba   2,877,772   68,604  
Wendy Wilson   2,932,673   13,703  

 

There were 6,283,916 broker non-votes for each director in the first proposal.

 

Proposal 2 – The appointment of BPM LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2021 was ratified by the Company’s stockholders at the Annual Meeting. The final voting results were as follows:

 

For   Against   Abstain
9,196,739   25,374   8,179

 

There were no broker non-votes for the second proposal.

 

 

 

 

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.

  

Date: September 23, 2021 SUMMIT WIRELESS TECHNOLOGIES, INC.  
       
  By:  /s/ Brett Moyer  
  Name: Brett Moyer  
  Title: Chief Executive Officer