eps3817.htm
 

 
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 the earliest event reported):  May 11, 2010
 
HEMACARE CORPORATION
(Exact name of registrant as specified in its charter)
 
California
000-15223
95-3280412
(State or other jurisdiction
of incorporation or organization)
(Commission
File Number)
(I.R.S. Employer
Identification No.)

15350 Sherman Way, Suite 350, Van Nuys, CA  91406
(Address of principal executive offices) (Zip Code)

(818) 226-1968
(Registrant’s telephone number, including area code)
 
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))
 

 

 
 
 
 

Item 5.02
Compensatory Arrangements Of Certain Officers.
 
On May 11, 2010, pursuant to the approval of our shareholders at the 2010 annual meeting of shareholders, we amended the HemaCare Corporation 2006 Equity Incentive Plan (the “2006 Plan”) to increase the maximum number of shares of common stock that may be issued pursuant to awards granted thereunder from 1,200,000 to 2,200,000 shares.
 
Item 5.07
Submission of Matters to a Vote of Security Holders.
 
The Company held its 2010 Annual Meeting of Shareholders (the “Meeting”) on May 11, 2010 in Van Nuys, California. Of the 10,049,539 shares of common stock outstanding and entitled to vote at the Meeting, 8,329,082 shares were present at the Meeting either in person or by proxy, constituting a quorum of 82.9%.  The Company’s shareholders considered and voted upon the following three proposals at the Meeting.
 
Proposal 1  –
Election of Directors
 
The holders of the Company’s common stock elected five nominees to serve as directors for a term of one year, ending at the time of the next Annual Meeting of Shareholders in 2011 (or until a successor is duly elected) pursuant to the Company’s bylaws and the applicable laws of the State of California, by the following vote:
 
Name
  
For
  
Withheld
  
Broker
Non-Votes
Julian L. Steffenhagen
  
5,474,167
  
  991,322
  
1,863,593
Steven B. Gerber M.D.
  
5,475,894
  
  989,595
  
1,863,593
Teresa S. Sligh M.D.
  
5,141,484
  
1,324,005
  
1,863,593
Terry Van Der Tuuk
  
5,227,424
  
1,238,065
  
1,863,593
Peter C. van der Wal
  
5,261,549
  
1,203,940
  
1,863,593

Proposal 2  –
Ratification of appointment of Stonefield Josephson, Inc. as Independent Registered Public Accounting Firm for the Year Ending December 31, 2010:

The holders of the Company’s common stock voted to ratify the appointment of Stonefield Josephson, Inc. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2010, by the following vote:
 
For
    
Against
    
Abstain
    
Broker Non-Votes
7,932,165
    
368,349
    
28,568
    
—


 
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Proposal 3  –
Approval of Amendment to 2006 Equity Incentive Plan to Increase the Share Reserve
 
The holders of the Company’s common stock voted to approve the amendment to the HemaCare Corporation 2006 Equity Incentive Plan to increase the maximum number of shares of common stock that may be issued pursuant to awards granted thereunder from 1,200,000 to 2,200,000, by the following vote:
 
For
    
Against
    
Abstain
    
Broker Non-Votes
4,599,254
    
1,839,055
    
27,180
    
1,863,593

Item 9.01.      Financial Statements and Exhibits
 
(d)           Exhibits.
 
The following exhibits are filed herewith:
 
 
Exhibit
  
 
Number
 
Description
 
 
10.1
 
Amended and Restated HemaCare Corporation 2006 Equity Incentive Plan, dated May 11, 2010.
 
 

 
 
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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.
 
 
Date:  May 11, 2010
 
HEMACARE CORPORATION
 
By/s/  Pete van der Wal   
Pete van der Wal
President, Chief Executive Officer and
   Chief Financial Officer
 

 

 
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EXHIBIT INDEX
 
Exhibit
Number
 
Description
 
10.1
 
Amended and Restated HemaCare Corporation 2006 Equity Incentive Plan, dated May 11, 2010.
 

 

 
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