8-K 1 rrd381652.htm 8K - 2013 SHAREHOLDER MEETING UNITED STATES

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 29, 2013

INSITE VISION INCORPORATED

(Exact Name of Registrant as Specified in Charter)

Delaware

(State or Other

Jurisdiction

of Incorporation)

0-22332

(Commission File No.)

94-3015807

(I.R.S. Employer Identification No.)

965 Atlantic Ave., Alameda, California
(Address of Principal Executive Offices)

94501

(Zip Code)

(510) 865-8800
(Registrant's Telephone Number, Including Area Code)

Not Applicable

(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 a Vote of Security Holders.

On May 29, 2013, InSite Vision Incorporated (the "Company") held its 2013 annual meeting of stockholders. The matters voted on by the Company's stockholders and the voting results are as follows:

1. Election of Directors. All six nominees for director were elected.

Name

Shares For

Shares Withheld

Broker Non-Votes

Timothy McInerney

54,299,992

5,295,053

51,727,115

Brian Levy, O.D. M.Sc.

54,969,189

4,625,856

51,727,115

Robert O'Holla

51,748,603

7,846,442

51,727,115

Timothy Ruane

54,729,098

4,865,947

51,727,115

Craig Tooman

51,787,240

7,807,805

51,727,115

Anthony J. Yost

51,760,735

7,834,310

51,727,115

2. Ratification of the appointment of Burr Pilger Mayer, Inc. as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2013. The appointment of Burr Pilger Mayer, Inc. was ratified.

Shares For

Shares Against

Shares Abstained

110,187,763

540,520

593,877

3. Advisory resolution relating to our named executive officer compensation. The resolution on named executive officer compensation was not approved.

Shares For

Shares Against

Shares Abstained

Broker Non-Votes

22,915,973

24,668,504

12,010,568

51,727,115

 

4. Adoption of an amendment to Article 4 of the Company's Restated Certificate of Incorporation to effect a contingent reverse stock split of the Company's outstanding common stock. The proposal was approved.

Shares For

Shares Against

Shares Abstained

81,444,152

29,273,796

604,212

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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: May 31, 2013

INSITE VISION, INC.

By:

/s/ Timothy Ruane

Name:

Timothy Ruane

Title:

Chief Executive Officer