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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): December 22, 2022

 

RUBICON TECHNOLOGY, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   001-33834   36-4419301

(State or other jurisdiction

of incorporation)

  

(Commission File Number)

  

(I.R.S. Employer

Identification No.)

 

900 East Green Street

Bensenville, Illinois

   60106
(Address of principal executive offices)   (Zip Code)

 

(847) 295-7000

(Registrant’s telephone number, including area code)

 

N/A

(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))

 

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 $.001 per share   RBCN   The NASDAQ Capital Market
Preferred Share Purchase Right   N/A   N/A

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

 

 

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

 

The Company’s 2022 Annual Meeting of Stockholders (the “Annual Meeting”) was held on December 22, 2022, pursuant to notice on or about November 23, 2022, at the Company’s offices located at 900 East Green Street, Bensenville, IL 60106. The total number of shares of Common Stock voted in person or by proxy at the Annual Meeting was 1,887,793 (includes 239,833 broker non-votes), representing a quorum and was equal to approximately 76.7% (67.0% without the broker non-votes) of the 2,462,889 shares outstanding and entitled to vote at the Annual Meeting.

 

The final voting results are as follows:

 

   Proposal    For     Withhold   Broker
Non-Votes		 
1.  Election of Darren Seirer as a Class III director to serve for a three-year term.   1,535,078    113,853    0 

 

        For     Against     Abstain   Broker
Non-Votes		 
2.   Ratification of the selection of Marcum LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2022.   1,802,437    64,044    21,312    239,833 
                        
3.   A non-binding advisory vote to approve the compensation of our named executive officers.   1,587,079    52,226    8,655    0 

 

1

 

 

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.

 

  RUBICON TECHNOLOGY, INC.
     
Dated: December 23, 2022 By: /s/ Timothy E. Brog
  Name: Timothy E. Brog
  Title: Chief Executive Officer, Acting Chief Financial Officer and President

 

 

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