-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, FQzJ6kd0t2bayGdjUrd9GJXOhWIv/cLyz6Rkth6mCrrxRfeEKtA1yuXW1hnC1o7X RIdrK+uqzuVm/CoEJ5qLgw== 0000950123-10-041803.txt : 20100430 0000950123-10-041803.hdr.sgml : 20100430 20100430155646 ACCESSION NUMBER: 0000950123-10-041803 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20100430 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders ITEM INFORMATION: Other Events FILED AS OF DATE: 20100430 DATE AS OF CHANGE: 20100430 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ELECTRO OPTICAL SCIENCES INC /NY CENTRAL INDEX KEY: 0001051514 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 133986004 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-51481 FILM NUMBER: 10787233 BUSINESS ADDRESS: STREET 1: 50 SOUTH BUCKHOUT STREET STREET 2: SUITE 1 CITY: IRVINGTON STATE: NY ZIP: 10533 BUSINESS PHONE: 914-591-3783 MAIL ADDRESS: STREET 1: 50 SOUTH BUCKHOUT STREET STREET 2: SUITE 1 CITY: IRVINGTON STATE: NY ZIP: 10533 8-K 1 y84310e8vk.htm FORM 8-K e8vk
 
 
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): April 30, 2010
Electro-Optical Sciences, Inc.
(Exact name of registrant as specified in its charter)
         
Delaware   000-51481   13-3986004
(State or other jurisdiction
of incorporation) 		  (Commission
File Number) 		  (IRS Employer
Identification No.)
     
50 Buckhout Street, Suite 1
Irvington, New York 		 
10533
(Address of principal executive offices)   (Zip Code)
Registrant’s telephone number, including area code (914) 591-3783
(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 Instructions A.2. below):
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))
 
 

 

 

Item 5.07 — Submission of Matters to a Vote of Security Holders
The 2010 Annual Meeting of Stockholders of the Registrant (the “Annual Meeting”) was held on April 30, 2010.
The stockholders voted on five proposals as follows: to elect directors (Proposal 1); to approve an amendment to the Registrant’s Fourth Amended and Restated Certificate of Incorporation (the “Charter”) increasing the number of authorized shares of common stock to 45 million shares (Proposal 2); to approve an amendment to the Charter changing the Registrant’s name to MELA Sciences, Inc. (Proposal 3); to approve an amendment to the Registrant’s 2005 Stock Incentive Plan (the “Plan”) increasing the aggregate number of shares of common stock available under the Plan to 3,724,028 shares (Proposal 4); and to ratify the selection by the audit committee of the Registrant’s Board of Directors of Eisner LLP as the Registrant’s independent registered public accounting firm for the fiscal year ending December 31, 2010 (Proposal 5).
All nominees for election to the Board as Directors were elected to serve until the 2011 Annual Meeting of Stockholders and until their respective successors are elected and qualified, or until such director’s earlier death, resignation or removal. The stockholders also approved Proposals 2, 3 and 4, and ratified Proposal 5. The number of votes cast for, against or withheld and the number of abstentions with respect to each proposal is set forth below.
                         
Proposal 1   Shares For     Shares Withheld     Broker Non-Votes  
Joseph V. Gulfo, MD
     8,314,767       970,858       9,254,040  
Breaux Castleman
     7,633,121       1,658,504       9,248,040  
Sidney Braginsky
     8,857,535       434,090       9,248,040  
Gorge C. Chryssis
     8,855,238       436,387       9,248,040  
Martin D. Cleary
     8,864,159       427,466       9,248,040  
Anne Egger
     8,019,616       1,272,009       9,248,040  
Charles Stiefel
     8,856,359       435,266       9,248,040  
Gerald Wagner, Ph.D.
     8,024,797       1,266,828       9,248,040  
                                 
    Shares For     Shares Against     Shares Abstaining     Broker Non-Votes  
Proposal 2
     17,141,611       1,286,668       111,383       3  
Proposal 3
     18,275,673       207,128       56,863       1  
Proposal 4
     8,096,432       1,125,181       70,010       9,248,042  
Proposal 5
     18,355,108       89,960       94,597       0  
 
8.01 – Other Events
At the Annual Meeting, the Registrant reported that it submitted a draft response in mid-April 2010 to the action letter it received from the U.S. Food and Drug Administration (“FDA”) in March 2010 regarding the Registrant’s PMA application for MelaFind®. The Registrant has had a series of interactions with FDA reviewers, including an in person meeting with the FDA to review its draft response and to clarify several questions. The final formal response to all questions provided by the FDA will be submitted imminently.

 

 

The Registrant also reported:
• that the large reader study, which was designed to assess physician sensitivity to early melanoma and was performed on images and patient data derived from the pivotal trial, has been completed and is undergoing formal statistical analysis. Top-line data demonstrate consistency with the results of previously reported reader studies. Results will be made available publicly, and the authors are planning to submit a paper for publication in a peer-review medical journal;
• that two new patents were issued to the Registrant in 2010 covering certain aspects of the MelaFind® commercial cart; and
• on its ongoing efforts to obtain a CE Mark in order to allow for commercialization of MelaFind® in Europe and other countries, as well as its commercial planning activities outside the U.S. The Registrant is aiming to obtain approval to commercialize in certain European markets in the first quarter of 2011.

 

 

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.
         
  Electro-Optical Sciences, Inc.
 		  
Date: April 30, 2010  By:   /s/ Richard Steinhart    
    Name:   Richard Steinhart   
    Title:   Chief Financial Officer   
 

 

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