8-K 1 hsdt-8k_20190613.htm 8-K hsdt-8k_20190613.htm

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

 

June 12, 2019

Date of Report (Date of earliest event reported)

 

HELIUS MEDICAL TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)

DELAWARE

001-38445

36-4787690

(State or other jurisdiction of

(Commission

(I.R.S. Employer

incorporation or organization)

File Number)

Identification No.)

 

(Exact name of registrant as specified in charter)

 

642 Newtown Yardley Road, Suite 100

Newtown, Pennsylvania, 18940

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (215) 944-6100

 

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 14a­12 under the Exchange Act (17 CFR 240.14a­12)

 

Pre­commencement communications pursuant to Rule 14d­2(b) under the Exchange Act (17 CFR 240.14d­2(b))

 

Pre­commencement communications pursuant to Rule 13e­4(c) under the Exchange Act (17 CFR 240.13e­4(c))

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

 

 

 

 

 

Title of each class

 

Trading

symbol

 

Name of each exchange

on which registered

Class A Common Stock

 

HSDT

 

The Nasdaq Stock Market LLC

 

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 5.07 Submission of Matters to a Vote of Security Holders.

 

On June 12, 2019, Helius Medical Technologies, Inc. (the “Company”) held its 2019 annual meeting of stockholders (the “Annual Meeting”). The stockholders considered two proposals, each of which is described in more detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 26, 2019.  Of the 25,866,211 shares of Class A Common Stock outstanding as of the record date, 15,476,277 shares, or 59.83%, were present or represented by proxy at the Annual Meeting.  Set forth below are the results of the matters submitted for a vote of stockholders at the Annual Meeting.

 

Proposal No. 1:  Election of seven directors of the Company to serve until the 2020 annual meeting of stockholders of the Company and until their respective successors are elected and qualified. The votes were cast as follows:

 

Name

    

Votes For

    

Votes Withheld

 

Philippe Deschamps

 

11,143,698

 

63,752

 

Dane C. Andreeff

 

10,930,030

 

277,420

 

Thomas E. Griffin

 

 

11,175,633

 

31,817

 

 

Huaizheng Peng

 

11,073,143

 

134,307

 

Edward M. Straw

 

 

11,149,306

 

58,144

 

 

Mitchell E. Tyler

 

11,176,198

 

31,252

 

Blane Walter

 

 

10,609,048

 

603,402

 

 

 

Broker Non-Votes: 4,268,827

 

All nominees were elected.

 

Proposal No. 2:  Ratification of the selection of BDO USA, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2019. The votes were cast as follows:

 

 

    

Votes For

    

Votes Against

    

Abstained

 

Ratification of Selection of BDO USA, LLP

 

15,429,313

 

14

 

46,950

 

 

The selection of BDO USA, LLP was ratified.

 


SIGNATURE

 

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.

 

HELIUS MEDICAL TECHNOLOGIES, INC.

 

  

  

Dated:  June 13, 2019

By:

/s/ Joyce LaViscount

 

  

Joyce LaViscount, Chief Financial Officer