Form 8-K

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): July 29, 2011


PetMed Express, Inc.
(Exact name of registrant as specified in its charter)

 

 

 

 

 

Florida

 

000-28827

 

65-0680967

(State or other jurisdiction
of incorporation)

 

(Commission
File Number)

 

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



1441 S.W. 29th Avenue, Pompano Beach, FL  33069

(Address of principal executive offices) (Zip Code)



(954) 979-5995

 

(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 (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.


PetMed Express, Inc. (the “Company”, “we”, or “our”) held its Annual Meeting of Stockholders in Ft. Lauderdale, Florida on July 29, 2011.  Stockholders voted on the following proposals:


1.

To elect five Directors to the Board of Directors for a one-year term expiring in 2012;


2.

To conduct an advisory (non-binding) vote on executive compensation;


3.

To conduct an advisory (non-binding) vote on the frequency of holding an advisory stockholders vote on executive compensation;


4.

To ratify the appointment of McGladrey & Pullen, LLP, as the independent registered public accounting firm for the Company to serve for the 2012 fiscal year.


With a majority of the outstanding shares voting either by proxy or in person, our stockholders approved proposals 1, 2 and 4, and voted “every year” on proposal 3, with voting as follows:


Proposal 1:

For

 

Abstain/Withhold

 

Broker Non-Vote

 

 

 

 

 

 

Election of Directors:

 

 

 

 

 

Menderes Akdag

15,506.761

 

199,951

 

4,456,198

Frank J. Formica

15,356,452

 

350,260

 

4,456,198

Gian M. Fulgoni

15,348,947

 

357,765

 

4,456,198

Ronald J. Korn

15,351,958

 

354,754

 

4,456,198

Robert C. Schweitzer

15,350,264

 

356,448

 

4,456,198



Proposal 2:


Approval of the compensation of the named executive officers, as disclosed in the Company’s Proxy Statement for the Annual Meeting of Stockholders (advisory non-binding vote)


Shares For

 

Shares Against

 

Abstain

 

Broker Non-Vote

 

 

 

 

 

 

 

15,248,243

 

444,454

 

14,015

 

4,456,198



Proposal 3:   Frequency of holding an advisory stockholders vote on executive compensation (advisory non-binding vote)


Every Year

 

Every Two Years

 

Every Three Years

 

Abstain

 

Broker Non-Votes

 

 

 

 

 

 

 

 

 

14,113,012

 

30,298

 

1,550,881

 

11,891

 

4,456,198



Proposal 4:

 

For

 

Abstain/Withhold

 

Broker Non-Vote

 

 

 

 

 

 

 

To ratify the appointment of McGladrey & Pullen, LLP, as the independent registered public account firm for the Company to serve for the 2012 fiscal year.

 

20,011,641

 

132,353

 

18,916




2



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.

Dated: August 1, 2011


 

PETMED EXPRESS, INC.

 

 

 

 

By:

/s/ Bruce S. Rosenbloom

 

Name:

Bruce S. Rosenbloom

 

Title:

Chief Financial Officer

 

 

 




3