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) June 17, 2025

 

VUZIX CORPORATION

(Exact name of registrant as specified in its charter)

 

Delaware

(State or Other Jurisdiction of Incorporation)

 

001-35955	04-3392453
(Commission File Number)	(IRS Employer Identification No.)

 

25 Hendrix Road, Suite A

West Henrietta, New York 14586

(Address of principal executive offices)(Zipcode)

 

(585) 359-5900

(Registrant’s Telephone Number, Including Area Code)

 

Not Applicable

(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 $0.001		VUZI		Nasdaq Capital Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

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.

 

On June 17, 2025, Vuzix Corporation (the “Company”) held its annual meeting of stockholders. At the annual meeting, (i) Paul Travers, Grant Russell, Edward Kay, Timothy Harned, and Paula Whitten-Doolin were each elected as directors of the Company to serve until the next annual meeting of stockholders or until their successors have been elected and qualified, (ii) stockholders ratified the board of directors’ appointment of Freed Maxick P.C. as the Company’s independent registered public accounting firm for 2025, (iii) stockholders approved, on an advisory basis, the compensation disclosed in the Company’s proxy statement of the Company’s named executive officers, (iv) stockholders recommended, on an advisory basis, that the Company hold an advisory vote on executive compensation every year, (v) stockholders approved an amendment to the Company’s certificate of incorporation to increase the Company’s authorized shares of common stock to 200,000,000, and (vi) stockholders approved the grant of 594,056 restricted stock units (or RSUs) to executive officers and other employees of the Company under the Company’s 2023 Equity Incentive Plan, and concurrent cancellation of 5,089,500 options previously granted to such officers and others.

 

The final voting results on these matters were as follows:

 

1. Election of Directors:

 

Name		Votes For				Votes Against				Votes Abstained				Broker Non-Votes
Paul Travers			28,286,936				1,260,306				588,286				16,432,259
Grant Russell			26,426,250				3,262,368				446,892				16,432,259
Edward Kay			26,964,973				2,545,379				625,158				16,432,259
Timothy Harned			27,229,531				2,383,844				522,135				16,432,259
Paula Whitten-Doolin			26,875,975				2,672,041				587,494				16,432,259

 

2. Ratification of appointment of Freed Maxick P.C. as the Company’s independent registered public accounting firm for 2025:

 

Votes For				Votes Against				Votes Abstained
	43,667,778				1,690,887				1,209,104

 

3. Approval, on an advisory basis, of the compensation disclosed in the Company’s proxy statement of the Company’s named executive officers:

 

Votes For				Votes Against				Votes Abstained				Broker Non-Votes
	27,594,294				2,367,583				173,633				16,432,259

 

4. Frequency of advisory votes on executive compensation:

 

One Year				Two Years				Three Years				Votes Abstained
	25,562,942				3,021,570				866,610				684,388

 

5. Amendment to certificate of incorporation to increase authorized shares of common stock:

 

Votes For				Votes Against				Votes Abstained
	39,898,935				4,840,670				1,828,164

 

6. Approval of grant of RSUs to executive officers and concurrent cancellation of previously granted options:

 

Votes For				Votes Against				Votes Abstained				Broker Non-Votes
	25,004,419				4,865,828				265,263				16,432,259

 

 

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: June 20, 2025	VUZIX CORPORATION
	By:	/s/ Grant Russell
		Grant Russell Chief Financial Officer