000-53722
|
04-2621506
|
|
(Commission File Number)
|
(I.R.S. Employer Identification No.)
|
207 South Street, Boston, MA
|
02111
|
|
(Address of Principal Executive Offices)
|
(Zip Code)
|
Item 5.07
|
Submission of Matters to a Vote of Security Holders
|
(1)
|
To elect five Directors to serve for the ensuing year. The votes cast were as follows:
|
Nominee
|
For
|
Votes Withheld/Abstain
|
Broker Non-Votes
|
|||
Frank B. Manning
|
1,848,878
|
459,304
|
4,282,072
|
|||
Peter R. Kramer
|
1,849,720
|
458,462
|
4,282,072
|
|||
Bernard Furman
|
1,849,990
|
458,192
|
4,282,072
|
|||
J. Ronald Woods
|
1,849,970
|
458,212
|
4,282,072
|
|||
Joseph J. Donovan
|
1,849,970
|
458,212
|
4,282,072
|
(2)
|
To ratify the selection of Marcum LLP as the Company’s independent auditors for the fiscal year ending December 31, 2013. The votes cast were as follows:
|
For
|
Against
|
Abstain
|
Broker Non-Votes
|
|||
5,443,766
|
862
|
1,145,626
|
0
|
(3)
|
To approve the amendment to the Zoom Telephonics, Inc. 2009 Stock Option Plan to increase the number of shares of Common Stock available for issuance upon exercise of options granted under the Plan from 2,500,000 shares to 5,500,000 shares. The votes cast were as follows:
|
For
|
Against
|
Abstain
|
Broker Non-Votes
|
|||
1,842,264
|
465,809
|
109
|
4,282,072
|
(4)
|
To approve the amendment to the Zoom Telephonics, Inc. 2009 Director’s Stock Option Plan to increase the number of shares of Common Stock available for issuance upon exercise of options granted under the Plan from 400,000 shares to 700,000 shares. The votes cast were as follows:
|
For
|
Against
|
Abstain
|
Broker Non-Votes
|
|||
1,842,524
|
465,314
|
344
|
4,282,072
|
(5)
|
To approve an advisory vote on the compensation of the Company’s named executive officers (the “say-on-pay” vote). The votes cast were as follows:
|
For
|
Against
|
Abstain
|
Broker Non-Votes
|
|||
2,149,536
|
154,786
|
3,860
|
4,282,072
|
(6)
|
To approve an advisory vote on the frequency of holding future say-on-pay votes. The votes cast were as follows:
|
1 Year
|
2 Years
|
3 Years
|
Abstain
|
Broker Non-Votes
|
||||
2,115,853
|
2,204
|
185,648
|
4,477
|
4,282,072
|
ZOOM TELEPHONICS, INC.
|
|||
Dated: July 2, 2013
|
By:
|
/s/ Frank Manning
|
|
Frank Manning, President& CEO and
|
|||
Acting Chief Financial Officer
|
|||