0001144204-15-034531.txt : 20150529 0001144204-15-034531.hdr.sgml : 20150529 20150529171948 ACCESSION NUMBER: 0001144204-15-034531 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150527 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20150529 DATE AS OF CHANGE: 20150529 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DERMA SCIENCES, INC. CENTRAL INDEX KEY: 0000892160 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 232328753 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13070 FILM NUMBER: 15900518 BUSINESS ADDRESS: STREET 1: 214 CARNEGIE CENTER, SUITE 300 CITY: PRINCETON STATE: NJ ZIP: 08540 BUSINESS PHONE: 6095144744 MAIL ADDRESS: STREET 1: 214 CARNEGIE CENTER, SUITE 300 CITY: PRINCETON STATE: NJ ZIP: 08540 FORMER COMPANY: FORMER CONFORMED NAME: DERMA SCIENCES INC DATE OF NAME CHANGE: 19940513 8-K 1 v412080_8k.htm 8-K

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): May 27, 2015

Derma Sciences, Inc.

(Exact name of registrant as specified in its charter)

Delaware	1-31070	23-2328753
(State or other jurisdiction	(Commission	(IRS employer
of incorporation)	File Number)	identification number)

214 Carnegie Center, Suite 300

Princeton, NJ 08540

(609) 514-4744

(Address including zip code and telephone

number, of principal executive offices)

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))

Item 5.07. Submission of Matters to a Vote of Security Holders

The annual meeting of stockholders of the Company was held on May 27, 2015. At the annual meeting, the following matters were submitted to a vote of the Company’s security holders with the results indicated:

Proposal 1 - Election of Directors

The following nominees were elected directors to serve as such for one year or until their successors have been duly elected and qualified: Edward J. Quilty, Stephen T. Wills, CPA, MST, Srini Conjeevaram, Robert G. Moussa, Bruce F. Wesson, Brett Hewlett, Amy Paul and Samuel E. Navarro. Details concerning the votes relative to each nominee are set forth below:

Nominee	For		Withheld		Broker Non-Votes

Edward J. Quilty		16,207,725		363,135		5,747,304
Stephen T. Wills, CPA, MST		16,138,281		432,579		5,747,304
Srini Conjeevaram		16,150,891		419,969		5,747,304
Robert G. Moussa		15,123,152		1,447,708		5,747,304
Bruce F. Wesson		15,042,001		1,528,859		5,747,304
Brett D. Hewlett		15,206,335		1,364,525		5,747,304
Amy Paul		16,137,766		433,094		5,747,304
Samuel E. Navarro		16,229,120		341,740		5,747,304

Proposal 2 - Advisory Vote on the Compensation of Named Executive Officers

Stockholders approved the 2014 compensation of the Company’s named executive officers, as disclosed in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 9, 2015. Details concerning the vote on proposal 2 are set forth below:

Proposal 3 - Ratification of Appointment of Independent Registered Public Accounting Firm

Stockholders ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2015. Details concerning the vote on proposal 3 are set forth below:

The Company solicited proxies relative to each of the foregoing proposals and, as to proposal 1, each nominee pursuant to Regulation 14A under the Securities Exchange Act of 1934. No proxies were solicited in opposition to any of the proposals.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	DERMA SCIENCES, INC.

	By:	/s/ John E. Yetter
		John E. Yetter, CPA
		Executive Vice President, Finance and Chief Financial Officer

Date: May 29, 2015

Abstentions

Broker Non-Votes