Form 8-K - Current report

 

 

 

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): June 13, 2024

 

 

 

RESEARCH FRONTIERS INCORPORATED

(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

 

delaware		000-14893		11-2103466
(STATE OR OTHER JURISDICTION		(COMMISSION		(IRS EMPLOYER
OF INCORPORATION)		FILE NUMBER)		IDENTIFICATION NO.)

 

240 CROSSWAYS PARK DRIVE

WOODBURY, new york 11797-2033

(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES AND ZIP CODE)

 

REGISTRANT’S TELEPHONE NUMBER, INCLUDING AREA CODE: [phone]

 

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)) [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		REFR		The NASDAQ Stock Market

 

 

 

 

 

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

 

The following is a summary of how the 21,576,742 shares were voted at the Annual Meeting of Stockholders of Research Frontiers Incorporated (Nasdaq: REFR) held at the corporation’s headquarters on June 13, 2024 on the various proposals voted upon and adopted at the Annual Meeting.

 

For the election of Joseph M. Harary as a Class I member of the Company’s Board of Directors, 9,364,846 shares voted in favor of election, 632,514 shares were withheld, and 11,579,382 shares were Broker Non-Votes.

 

For the election of Eyal Peso as a Class I member of the Company’s Board of Directors, 8,267,916 shares voted in favor of election, 1,729,444 shares were withheld, and 11,579,382 shares were Broker Non-Votes.

 

For the ratification of the appointment of CohnReznick LLP as independent registered accountants of the Company for the fiscal year ending December 31, 2024, 20,214,018 shares were voted in favor of appointment, 985,448 shares were voted against appointment, and 377,276 shares abstained from voting.

 

For the non-binding vote approving the Company’s executive compensation, 8,772,887 shares were voted in favor of approval, 924,360 shares were voted against approval, 300,113 shares abstained from voting, and 11,579,382 shares were Broker Non-Votes.

 

For the non-binding vote approving the frequency of stockholder advisory votes on the Company’s executive compensation, 4,143,932 shares were voted in favor of a three year frequency, 713,099 shares were voted in favor of a two year frequency, 4,762,906 shares were voted in favor of a one year frequency, 377,423 shares abstained from voting, and 11,579,382 shares were Broker Non-Votes.

 

Item 9.01. Financial Statements and Exhibits.

 

(c) Exhibits.

 

104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

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.

 

	RESEARCH FRONTIERS INCORPORATED
		/s/ Joseph M. Harary
	By:	Joseph M. Harary
	Title:	President and CEO

 

Dated: June 14, 2024

 

 

Cover	Jun. 13, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Jun. 13, 2024
Entity File Number	000-14893
Entity Registrant Name	RESEARCH FRONTIERS INCORPORATED
Entity Central Index Key	0000793524
Entity Tax Identification Number	11-2103466
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	240 CROSSWAYS PARK DRIVE
Entity Address, City or Town	WOODBURY
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	11797-2033
City Area Code	(516)
Local Phone Number	364-1902
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.0001 per share
Trading Symbol	REFR
Security Exchange Name	NASDAQ

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