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): August 18, 2010
Rocky Mountain Chocolate Factory, Inc.
(Exact name of registrant as specified in is charter)
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| Colorado
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0-14749
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84-0910696 |
| (State or other jurisdiction
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(Commission
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(IRS Employer |
| of incorporation)
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File Number)
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Identification No.) |
265 Turner Drive
Durango, Colorado 81303
(Address, including zip code, of principal executive offices)
Registrant’s telephone number, including area code: (970) 259-0554
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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| Item 5.07. |
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Submission of Matters to a Vote of Security Holders. |
On August 18, 2010, Rocky Mountain Chocolate Factory, Inc. (the “Registrant”) held
its Annual Meeting of Shareholders (the “Annual Meeting”) at the Double Tree Hotel, 501
Camino Del Rio, Durango, Colorado, 81301. At the close of business on July 1, 2010, the
record date for the Annual Meeting, there were a total of 6,040,420 shares of Common
Stock, par value $0.03 per share (the “Common Stock”), of the Registrant outstanding and
entitled to vote. At the Annual Meeting, 5,581,366 or 92.4% of the outstanding shares of
Common Stock entitled to vote were represented by proxy or in person and, therefore, a
quorum was present.
The votes on the Election of Directors and to ratify Ehrhardt Keefe Steiner & Hottman
PC as the Registrant’s Independent Registered Public Accounting Firm that were presented
for stockholder vote at the Annual Meeting are as follows:
Proposal 1 — Election of Directors
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Votes For |
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Votes Withheld |
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Broker Non-Votes |
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Franklin E. Crail |
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3,454,208 |
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106,060 |
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2,021,098 |
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Lee N. Mortenson |
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3,447,834 |
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112,434 |
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2,021,098 |
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Bryan J. Merryman |
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3,383,090 |
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177,178 |
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2,021,098 |
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Gerald A. Kien |
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3,449,559 |
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110,709 |
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2,021,098 |
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Clyde Wm. Engle |
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2,300,180 |
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1,260,088 |
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2,021,098 |
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Scott G. Capdevielle |
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3,452,428 |
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107,840 |
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2,021,098 |
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Proposal 2 — Ratification of Appointment of Ehrhardt Keefe Steiner & Hottman
PC as the Independent Registered Public Accounting Firm of the Registrant for the
fiscal year ending February 28, 2011.
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| Votes For |
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Votes Against |
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Abstentions |
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Broker Non-Votes |
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5,557,656 |
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13,278 |
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10,432 |
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0 |
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2