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Message: Form 8-K Info

Form 8-K for PARAMETRIC SOUND CORP

15-Feb-2012

Submission of Matters to a Vote of Security Holders, Regulation FD Disclosu


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

(a) On February 15, 2012, Parametric Sound Corporation (the "Company") held its annual meeting of stockholders.

1. The following members were elected to the Board of Directors to serve until the next Annual Meeting of Stockholders and until their successors are elected and have qualified:

               Name              For     Against or Withheld Broker Non-Votes
      Elwood G. Norris        13,103,195             208,330    5,762,055
      Robert M. Kaplan, Ph.D. 13,221,527              89,998    5,762,055
      Seth Putterman, Ph.D.   13,223,977              87,548    5,762,055
      Kenneth F. Potashner    12,718,713             592,812    5,762,055

2. The stockholders approved an amendment to the Company's Articles of Incorporation to effect a reverse stock split at a ratio of between 1 for 2 and 1 for 10, as determined by the Company's Board of Directors, at any time before September 30, 2012. The results of the voting were as follows:

For Against Abstain 18,417,741 622,383 33,456

3. The stockholders approved the 2012 Stock Option Plan of the Company. The results of the voting were as follows:

For Against Abstain Broker Non-Votes 12,187,631 1,068,234 55,660 5,762,055

4. The stockholders ratified the selection of Squar, Milner, Peterson, Miranda & Williamson, LLP as its independent registered public accounting firm for the fiscal year ending September 30, 2012. The results of the voting were as follows:

For Against Abstain 18,989,593 39,139 44,848


Item 7.01. Regulation FD Disclosure.

At the Annual Meeting of Stockholders held on February 15, 2012, the Company made a presentation which included certain non-public information. A copy of this presentation is furnished as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference. The information contained in the presentation and under this Item 7.01 shall not be deemed to be "filed" for purposes of
Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability provisions of that section.

9.01. Financial Statements and Exhibits.

(d) Exhibits.

99.1 Annual Meeting Presentation

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